2014 annual report - power corporation of canada · 2020-02-13 · 6 power financial corporation...

2014 Annual Report

2014

AN

NU

AL

RE

PO

RT

PO

WE

R F

INA

NC

IAL

CO

RP

OR

AT

ION

FINANCIAL HIGHLIGHTS

FOR THE YEARS ENDED DECEMBER 31[IN MILLIONS OF CANADIAN DOLLARS, EXCEPT PER SHARE AMOUNTS] 2014 2013

Revenues 41,775 28,830

Operating earnings [1] – attributable to common shareholders 2,105 1,708

Operating earnings [1] – per common share 2.96 2.40

Net earnings – attributable to common shareholders 2,136 1,896

Net earnings – per common share 3.00 2.67

Dividends declared – per common share 1.40 1.40

Consolidated assets 373,843 341,682

Consolidated assets and assets under management 709,406 639,161

Shareholders’ equity 17,019 15,993

Total equity 28,902 26,934

Book value per common share 20.29 18.61

Common shares outstanding (in millions) 711.7 711.2

[ 1] Non-IFRS financial measures. Please refer to the reconciliation of non-IFRS financial measures to financial measures in accordance with IFRS in the Review of Financial Performance.

TABLE OF CONTENTS

GROUP ORGANIZATION CHART 2

DIRECTORS’ REPORT TO SHAREHOLDERS 4

RESPONSIBLE MANAGEMENT 10

2014 AT A GLANCE 12

GREAT-WEST LIFECO 18

IGM FINANCIAL 20

PARGESA GROUP 22

REVIEW OF FINANCIAL PERFORMANCE 24

CONSOLIDATED FINANCIAL STATEMENTS

AND NOTES 44

FIVE-YEAR FINANCIAL SUMMARY 113

BOARD OF DIRECTORS 114

OFFICERS 115

CORPORATE INFORMATION 116

This Annual Report is intended to provide shareholders and

other interested persons with selected information concerning

Power Financial Corporation. For further information concerning

the Corporation, shareholders and other interested persons

should consult the Corporation’s disclosure documents, such

as its Annual Information Form and Management’s Discussion

and Analysis. Copies of the Corporation’s continuous disclosure

documents can be obtained from the Corporation’s website

at www.powerfinancial.com, from www.sedar.com, or from

the Office of the Secretary at the addresses shown at the end

of this report.

Readers should also review the note further in this report, in the

section entitled Review of Financial Performance, concerning the

use of Forward-Looking Statements, which applies to the entirety

of this Annual Report.

In addition, selected information concerning the business,

operations, financial condition, financial performance, priorities,

ongoing objectives, strategies and outlook of Power Financial

Corporation’s subsidiaries and associates is derived from public

information published by such subsidiaries and associates and

is provided here for the convenience of the shareholders of

Power Financial Corporation. For further information concerning

such subsidiaries and associates, shareholders and other

interested persons should consult the websites of, and other

publicly available information published by, such subsidiaries

and associates.

All figures mentioned in this report are as of December 31, 2014

unless otherwise noted.

NON-IFRS FINANCIAL MEASURES AND PRESENTATION

In analyzing the financial results of the Corporation and consistent

with the presentation in previous years, net earnings attributable

to common shareholders are presented in the section Results

of Power Financial Corporation in the Review of Financial

Performance and are comprised of:

• operating earnings attributable to common shareholders; and

• other items or non-operating earnings, which include the

after-tax impact of any item that in management’s judgment

would make the period-over-period comparison of results

from operations less meaningful. Other items also include the

Corporation’s share of any such item presented in a comparable

manner by a subsidiary or a jointly controlled corporation

or associate.

Management uses these financial measures in its presentation

and analysis of the financial performance of Power Financial, and

believes that they provide additional meaningful information

to readers in their analysis of the results of the Corporation.

Operating earnings, as defined by the Corporation, assist the

reader in comparing the current period’s results to those of

previous periods as items that are not part of ongoing activities

are excluded from this non-IFRS measure.

Operating earnings attributable to common shareholders and

operating earnings per share are non-IFRS financial measures that

do not have a standard meaning and may not be comparable to

similar measures used by other entities. For a reconciliation of

these non-IFRS measures to results reported in accordance with

IFRS, see the Results of Power Financial Corporation – Earnings

Summary – Condensed Supplementary Statements of Earnings

section further in this report.

ABBREVIATIONS

The following abbreviations are used throughout this

report: Power Financial Corporation (Power Financial or the

Corporation); Great-West Life & Annuity Insurance Company

(Great-West Life & Annuity or Great-West Financial); Great-West

Lifeco Inc. (Great-West Lifeco or Lifeco); Groupe Bruxelles Lambert

(GBL); IGM Financial Inc. (IGM Financial or IGM); Investment

Planning Counsel Inc. (Investment Planning Counsel); Investors

Group Inc. (Investors Group); Irish Life Group Limited (Irish

Life); Lafarge SA (Lafarge); London Life Insurance Company

(London Life); Mackenzie Financial Corporation (Mackenzie

or Mackenzie Investments); Pargesa Holding SA (Pargesa);

Parjointco N.V. (Parjointco); Power Corporation of Canada (Power

Corporation); Putnam Investments, LLC (Putnam Investments

or Putnam); SGS SA (SGS); Suez Environnement Company

(Suez Environnement); The Canada Life Assurance Company

(Canada Life); The Great-West Life Assurance Company

(Great-West Life); Total SA (Total). In addition, IFRS refers to

International Financial Reporting Standards.

1POWER FINANCIAL CORPORATION 2014 ANNUAL REPORT

Significant shareholdings in six leading European-based multinationals

[1] Return on equity is calculated using operating earnings.

THROUGH THE PARGESA GROUP

THIS IS POWER FINANCIAL

THROUGH GREAT-WEST LIFECO AND IGM FINANCIAL

$709 BILLION of assets under management

$1.2 TRILLION of assets under administration

25 MILLION customers and retirement plan participants

24,000 employees and

11,600 financial advisors

$41.8 BILLION of revenue

$2.1 BILLION of net earnings attributable to common shareholders

15.1% return on equity [1]

2 POWER FINANCIAL CORPORATION 2014 ANNUAL REPORT

GROUP ORGANIZATION CHART

POWER FINANCIAL CORPORATION

67.2%

GREAT-WEST LIFECO

2014 operating and net earnings attributable to common shareholders

$2,546 MILLION2014 return on shareholders’ equity

15.7%Total assets under administration

$1,063 BILLION

100%

GREAT-WESTLIFE

100%

CANADA LIFE

100%

LONDON LIFE

100%

IRISH LIFE

100%

GREAT-WEST FINANCIAL

100% [1]

PUTNAMINVESTMENTS

4.0%


Percentages denote participating equity interest as at December 31, 2014.

Return on shareholders’ equity is calculated using operating earnings.

Operating earnings is a non-IFRS financial measure.

[1] Denotes voting interest.

[2] Through its wholly owned subsidiary, Power Financial Europe B.V., Power Financial held a 50% interest in Parjointco. Parjointco held a voting interest of 75.4% and an equity interest of 55.5% in Pargesa.

[3] Representing 52% of the voting rights.

50.0% [3]

GROUPE BRUXELLES LAMBERT

100%

INVESTORS GROUP

100%

MACKENZIE INVESTMENTS

97.1% INVESTMENT PLANNING COUNSEL

PARGESA[2]

2014 net earningsSF637 MILLION

2014 operating earningsSF339 MILLION

Net asset valueSF8.9 BILLION

3.7%

2014 net earnings available to

common shareholders$753 MILLION

2014 operating earnings available to

common shareholders$826 MILLION

2014 return on shareholders’ equity

17.8%

Total assets under management

$142 BILLION

58.8%

IGM FINANCIAL


Great-West Lifeco substantially completed the integration of Irish Life in 2014. Irish Life has

surpassed the synergy, profitability and market share goals established at the time of the

acquisition in 2013.

Great-West Lifeco also acquired J.P. Morgan’s U.S.-based Retirement Plan Services business in

2014, and then combined it with the existing retirement businesses of Great-West Financial and

Putnam Investments to create Empower Retirement. Empower is now the second-largest defined

contribution retirement provider in the United States and serves over seven million Americans in

401(k) and similar retirement plans.

At IGM Financial, Investors Group’s consultant-driven financial planning model continued to deliver

high value to its clients in 2014, as evidenced by its outstanding client satisfaction scores. The

consultant network continues to grow, now surpassing 5,000 consultants in number, the largest ever.

These factors contributed to strong sales of mutual funds and other products and low redemption

rates, resulting in a record level of client assets under management.

DIRECTORS’ REPORT TO SHAREHOLDERS

Power Financial reported the

highest earnings in its history in

2014, driven by strong financial

results reported by its subsidiaries.

The record earnings resulted from

increased business volumes, higher

market levels and the benefits of

acquisition activity.


Mackenzie Investments, also part of IGM Financial, continued to invest in a number of key initiatives

in 2014 to execute on its new investor-focused vision and strategy. The product line-up was

revitalized, pricing was simplified and significant talent was

added to an already strong investment team.

During 2014, Lafarge, one of the principal investments

held by Pargesa, announced plans to merge with Holcim

to create LafargeHolcim, the most advanced group in the

building materials industry worldwide. LafargeHolcim will

operate in 90 countries upon closing of the transaction.

The companies in our group benefit from strong

balance sheets, enabling them to honour the long-term

commitments they have made to clients and to invest

from a position of strength in the people, products and

technology to serve our clients in the future.

At Power Financial, we continue to develop our active

governance model, guiding the growth and development of

our subsidiary companies through our participation on their

boards of directors, as a long-term, committed owner.

Our companies also have a long and proud history

of contributing to the well-being of the communities

in which they operate. The principles underlying our

approach in this area are outlined later in this report under

“Responsible Management.”

FINANCIAL RESULTS

Power Financial’s operating earnings attributable to common shareholders for the year ended

December 31, 2014 were $2,105 million or $2.96 per share, compared with $1,708 million or $2.40 per

share in 2013.

Other items represented a contribution of $31 million in 2014, compared with $188 million in 2013.

Net earnings attributable to common shareholders were $2,136 million or $3.00 per share, compared

with $1,896 million or $2.67 per share in 2013.

Dividends declared by Power Financial totalled $1.40 per common share in 2014, unchanged from 2013.

201420122010 20132011

NET EARNINGS ATTRIBUTABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

1,468 1,6181,722 1,896 2,136

201420122010 20132011

OPERATING EARNINGS ATTRIBUTABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

1,625 1,6781,729 1,708 2,105


RESULTS OF GROUP COMPANIES

G RE AT-WEST L IFECO

Great-West Lifeco’s operating earnings attributable to common shareholders were $2.5 billion or

$2.549 per share in 2014, compared with $2.1 billion or $2.108 per share in 2013.

Net earnings attributable to common shareholders were $2.5 billion or $2.549 per common share,

compared with $2.3 billion or $2.340 per common share a year ago.

Great-West Lifeco maintained a strong return on equity (ROE) of 15.7 per cent, based on both

operating and net earnings for the twelve months ended December 31, 2014.

The Minimum Continuing Capital and Surplus Requirements (MCCSR) ratio for Great-West Life

was 224 per cent on a consolidated basis at December 31, 2014. This measure of capital strength is

slightly higher than the upper end of Great-West Life’s target operating range of 175-215 per cent.

In 2014, Great-West Lifeco’s companies grew organically and through acquisitions in their target

segments, while investing in initiatives that will strengthen the businesses and position them for

growth in the years to come. Through their continued focus on growth, Great-West Lifeco achieved

a major milestone in 2014—over $1 trillion in assets under administration.

IGM F INANCIAL

Operating earnings available to common shareholders, excluding other items, were $826 million or

$3.27 per share in 2014, compared with $764 million or $3.02 per share in 2013.

Net earnings available to common shareholders were $753 million or $2.98 per share in 2014,

compared with $762 million or $3.02 per share in 2013.

Total assets under management at December 31, 2014 totalled $142 billion, compared with

$132 billion at December 31, 2013, an increase of 7.7 per cent.

IGM Financial continues to build its business through its extensive network of distribution

opportunities, delivering high-quality advice and innovative, flexible solutions for investors.

The company's investment in technology and operations continues to help it manage its resources

effectively and develop long-term growth in the business.



PARGESA

Pargesa’s operating earnings were SF339 million in 2014, compared with SF251 million in 2013.

Including non-operating earnings consisting primarily of gains on the partial disposals by GBL of

its interests in Total and in Suez Environnement, Pargesa’s net earnings in 2014 were SF637 million,

compared with SF394 million in 2013.

In addition to its strategic holdings, GBL is developing an incubator-type

portfolio comprised of: interests of smaller size in a limited number of listed and

unlisted companies — these investments would be smaller commitments than

the strategic holdings — and investments in private equity and other funds where

GBL acts as an anchor investor.

Albert Frère has announced that he will step down as Director and CEO of

GBL and will not seek another term as Vice-Chairman and Executive Director

of Pargesa. Mr. Frère has worked in partnership with Power Corporation and

Power Financial since 1981 and has been a key player in the growth and success

of Pargesa and GBL for more than three decades. Power Financial would like

to acknowledge and thank Albert Frère for his exceptional contribution to

the group.

GOVERNANCE

In March 2015, the Corporation’s Board of Directors adopted a Board and

Senior Management Diversity Policy, expressing its belief in increased diversity

on boards and in business in general. The Board recognizes that gender diversity is a significant

aspect of diversity and acknowledges the important role of women in contributing to diversity of

perspective in the boardroom and in senior management roles.

As part of its ongoing commitment to effective governance, the Corporation has enhanced its Board

assessment process by implementing a formal Board effectiveness survey, which is completed by

each of the Directors. The survey assists the Board and its committees in assessing their overall

performance and in continuing to improve their deliberations and decision-making process.

The companies in our

group benefit from

strong balance sheets,

enabling them to

honour the long-term

commitments they

have made to clients

and to invest from a

position of strength in

the people, products

and technology to

serve our clients in

the future.


CANADA’S RETIREMENT SYSTEM – THE CRISIS THAT WASN’T!

The vast majority of Canadians are on track to sustain their standard of living in retirement. A recent

study by the global consulting firm McKinsey & Company concludes that 83 per cent of Canadians

are on track and well prepared. McKinsey’s work is based upon the most comprehensive survey

and analysis of Canadians’ financial affairs ever done. And yet, numerous surveys also show that a

majority of Canadians believe they will not have enough income in retirement.

There are a number of possible reasons for the major gap between perception and reality. These

include lingering fear created by the financial crisis, pension plans reporting funding challenges

due to persistent low interest rates, and the financial services industry’s call to Canadians for

more savings.

Many groups in society are advocating for universal solutions to the "pension crisis," such as an

increase in the benefits of the Canada Pension Plan, or the creation of an Ontario Retirement

Pension Plan.

These universal pension proposals, while well intentioned, may have some serious negative

consequences. By forcing everyone to save more, they reduce today’s standard of living, hurting in

particular lower- and middle-income Canadians, whose future consumption in retirement is already

well provided for through existing programs.

To be clear, there are issues to be addressed in the Canadian retirement system. While our balanced

system has resulted in Canada having one of the strongest retirement systems in the world, there

are still a number of groups in Canadian society who are not faring well.

The research shows that to be effective the solutions need to be specific and targeted. There are

three areas where focus could materially reduce the number of people ill prepared for retirement:

facilitating low-cost workplace savings plans for Canadians who work at smaller employers;

addressing anomalies in existing government programs that are punitive to single people in old age;

and creating collective solutions to help Canadians manage the financial challenge of outliving their

individual savings.

Fact-based and targeted solutions to Canada’s specific retirement challenges will leave the country

in the best financial position to tackle other significant challenges yet to be addressed, such as

funding future health care costs for an ever-aging Canadian population.



THE POWER FINANCIAL GROUP

In March of 2015, Power Financial announced that it was increasing the quarterly dividend payable to

its common shareholders by 6.4 per cent to $0.3725 per share. This was the first dividend increase

by the Corporation since the start of the financial crisis in the fall of 2008. Record earnings in 2014,

recent dividend increases by the Corporation’s principal subsidiaries and positive momentum in the

underlying businesses all contributed to the Board’s decision to increase the dividend.

Our financial services businesses are focused upon providing financial security and peace of mind

to millions of people through various investment, retirement and insurance solutions. These are

provided to our clients though one-on-one relationships with their financial advisors and through

workplace programs. Excellence and innovation in products and services and value to the customer

are critical factors in meeting client needs. Financial strength and the ability to honour long-term

commitments are equally important.

The need for these products and services is expected to continue to grow in the future. The

strategies being pursued by our group companies to serve these growing markets are focused

upon organic growth, based upon delivering ever-improving client outcomes and experiences.

Acquisitions are expected to continue to complement these strategies as opportunities arise.

Power Financial and its subsidiaries are committed to creating long-term value for shareholders

based upon the success of our clients, our employees and our business partners, while contributing

positively to the communities in which we operate.

Your Directors wish to express gratitude, on behalf of all shareholders, for the important contribution

of the management and employees of our Corporation and its associated companies to the

successful results achieved in 2014.

On behalf of the Board of Directors,

signed, signed, signed,

R. Jeffrey Orr Paul Desmarais, Jr., o.c., o.q. André Desmarais, o.c., o.q.

President and Executive Co-Chairman Executive Co-Chairman

Chief Executive Officer of the Board of the Board

March 18, 2015


Corporate Social Responsibility (CSR) is

fundamental to the way we and our group

companies do business – what we refer to

as responsible management. Responsible

management is a core tenet of our business

philosophy, enabling us to build a resilient

and sustainable business through our role

as an investor, employer and contributor to

the communities where we operate. This

approach has earned us the confidence of

our various stakeholders.

RESPONSIBLE MANAGEMENT

UNITED NATIONS GLOBAL COMPACT

We further strengthened our commitment

to responsible management by becoming

a signatory to the United Nations

Global Compact (UNGC) in 2014. The

UNGC is a voluntary strategic policy

initiative for businesses committed to

establishing a consistent approach to

corporate social responsibility within ten

universally accepted principles in the

areas of human rights, labour, environment

and anti-corruption.

ENTRENCHING OUR CSR COMMITMENTSOver the past year, we made solid progress in strengthening our CSR

commitments, developing broader relationships with our stakeholders,

and ensuring transparent communication on our CSR performance.

Our CSR commitments are now firmly embedded in our Code of

Business Conduct and Ethics and CSR Statement. In 2014, all of our

employees received training on our Code of Business Conduct and

Ethics and acknowledged their compliance with the Code.

The Governance and Nominating Committee of the Board continues

to provide oversight on the implementation and performance of our

CSR initiatives, through the leadership of the Vice-President and

General Counsel.

CREATING VALUE THROUGH ACTIVE OWNERSHIPOur active ownership approach enables

us to ensure our investments are managed

consistent with our responsible management

philosophy, including our Code of Business

Conduct and Ethics, our CSR Statement and

our commitment to the UNGC.

In 2014, our executives continued to engage

regularly with the senior management of our

portfolio companies through their respective

boards of directors, including on CSR matters

when relevant. We also engaged with our

group companies to share knowledge and

best practices on CSR issues that impact our

business. Many of our group companies also

continued to enhance their CSR commitments,

strategic programs, and communications with

their stakeholders.


INVESTING IN SUSTAINABLE COMPANIESAs long-term investors, we invest in quality companies with

sustainable franchises, with attractive growth prospects, and that

are managed in a responsible manner.

We integrate environmental, social and governance factors into

our investment analysis process, which serve to mitigate risk

and identify possible growth opportunities. A majority of our

investments are in companies operating in the financial services

sector. These companies have their own responsible investment

approaches, including commitments that align with the United

Nations-supported Principles for Responsible Investment.

FINANCIAL SECURITY AND INCLUSIONOur financial services companies

represent a positive force in society,

offering financial security through

life and health insurance, retirement

savings programs and a suite of

investment vehicles, including socially

responsible investment funds. These

services are making a difference for a

broad spectrum of society in all age

and income groups – including those

with lower incomes.

STRENGTHENING RELATIONSHIPSEngaging with key stakeholders is an integral part of our

responsible management approach. It enables us to promote

understanding and trust, and lets us stay connected to those who

have an interest in our business. We take the necessary time to

understand and consider our stakeholders’ views in order to build

strong relationships.

We also continue to strengthen our relationships within the

communities where we operate. Through our parent company,

Power Corporation, we invest in the areas of community

development, arts and culture, the environment, education,

and health. Over the past year, Power Corporation has

continued to update its community investment microsite,

www.powercorporationcommunity.com, which

showcases some of the exceptional work being

done by the organizations we support.

Our officers and employees are also very

active in both charitable giving and

volunteering, and sit on the boards of

a number of non-profit organizations

they support.

IMPROVING ENVIRONMENTAL PERFORMANCEAs a holding company, we have a limited direct

environmental impact. Our head office has no

production, manufacturing or service operations.

Despite this limited impact, our leased head office

building has an environmental management

system driven through the Building Owners and

Managers Association (BOMA) Building and

Environmental Standards (BESt®) benchmarks

and supported by our environmental policy.

Our environmental management programs

focus on resource conservation, energy

efficiency and waste management.

In 2014, for the third year in a row,

our efforts on energy and carbon

management were recognized through

the Carbon Disclosure Project.

EMPOWERING OUR PEOPLE As an employer and investor, we believe the hallmark of great,

value-creating companies is their ability to attract and retain

a talented and diverse workforce. Our group companies are

committed to building teams of truly exceptional people by

actively supporting a culture of development and performance

and by creating flexible, balanced workplaces that recognize

the value of diversity and personal well-being.

In 2014, we implemented a new performance and career

management program at Power Financial and provided

our employees with access to an Employee and Family

Assistance Program.

2014AT A GLANCE

A NEW ERA IN RETIREMENT SERVICES

In 2014, three highly complementary retirement businesses

— Great-West Financial, Putnam Investments and J.P. Morgan

Retirement Plan Services — came together to create

Empower Retirement. Empower’s goal is simple: to transform

the retirement industry in America. At year-end, the newly

combined organization emerged as the second-largest

retirement services provider in the United States, with

over seven million participants and US$415 billion in plan assets.

US$415 BILLIONin plan assets

OVER 7 MILLIONparticipants

Mackenzie Investments launched LIVE IT™

(talkliveit.com), a new framework for

investment conversations based on the

six concerns that investors said matter

most to them: Longevity, Income, Volatility,

Estate, Inflation, and Taxes — creating the

LIVE IT acronym. Investors can use LIVE IT

resources to guide conversations with their

advisor, helping them to better define their

financial aspirations and find the solutions

to get them there.

For Power Financial, 2014

was a year characterized by

continued growth and progress.

The companies in our group

consolidated their market reach,

introduced new products, won

numerous awards, helped in

the community and broke new

ground with social media.

GREAT-WE ST F INANCIAL & PUTNA M INVESTMENTS


Facts researched for Irish Life 2014. Irish Life Assurance plc is regulated by the Central Bank of Ireland.

We know Irish life. We are Irish Life.PENSIONS • INVESTMENTS • LIFE INSURANCE

PENSIONS • INVESTMENTS • LIFE INSURANCE We know Irish life. We are Irish Life.Facts researched for Irish Life 2014. Irish Life Assurance plc is regulated by the Central Bank of Ireland.

We know Irish life. We are Irish Life.PENSIONS • INVESTMENTS • LIFE INSURANCE

Facts researched for Irish Life 2014. Irish Life Assurance plc is regulated by the Central Bank of Ireland.


GREAT-WEST L IFE

CONNECTING WITH CUSTOMERS DIGITALLY

Over one million group insurance

plan members connect to Great-West

Life through its GroupNet and GroupNet

Mobile portals.

The company continues to add features that make it

more convenient and efficient to access services. In

2014, this included an innovative way for plan members

to easily find out the amount of dental, vision and

paramedical benefit dollars they’ve used and the

amount they have remaining through text message,

mobile or online.

IR ISH L IFE

UNIQUE CAMPAIGN MARKS 75 YEARS

Irish Life, Ireland’s largest life insurance and

pension company, celebrated 75 years of looking

after the financial well-being of Irish citizens with

a national advertising campaign supporting its

integrated business.

The campaign featured a series of uniquely-Irish

humorous and insightful facts about Irish life,

highlighting the fact that after 75 years, Irish Life

is the company that knows Irish people best.


GRE AT-WEST F INANCIAL

FOCUS ON FINANCIAL LITERACY

Great-West Financial combines its

financial expertise and employees’

passions to create meaningful

community partnerships. The company’s signature

financial literacy initiative contributed more than

US$1.1 million in 2014 to train 8,500 teachers and

provide programs for over 300,000 students in

the state of Colorado. The firm also reinforced

its employees’ generosity with over a half-million

dollars in matching funds for their volunteer work,

fundraising and charitable giving in communities

around the United States.

DRIVING LONG‑TERM INVESTMENT PERFORMANCE

0n the investment front, Barron’s/Lipper

named Putnam one of the best mutual

fund families — No. 6 out of 56 — for the

five-year period ending December 31, 2014,

based on investment performance across

asset classes. Since 2009, Putnam has

consistently been recognized as a top fund

family — across multiple time periods — in

this prestigious annual survey.

2014 AT A GLANCE PUTNAM INVESTMENTS


PUTNAM INVESTMENTS

A LEADER IN CUSTOMER SERVICE

Putnam has long been dedicated to

providing the highest level of customer

service to clients, a commitment that has

only strengthened over time. In late 2014, DALBAR, a

leading financial services market research and consulting

firm, honored Putnam for mutual fund service quality for

the 25th consecutive year. Additionally, Putnam has been

the sole recipient of DALBAR’s Total Client Experience

Award for the past four years.

PUTNAM INVESTMENTS

MARKETPLACE MOMENTUM CONTINUES

Putnam’s growing body of strong

mutual fund performance is increasingly

attracting attention in the marketplace.

The firm experienced notable net inflows

of US$5.9 billion into its mutual funds

in 2014, building upon a solid tally of

US$3.7 billion in net sales from the

previous year. Financial advisors and

their clients gravitated toward an array

of Putnam mutual funds that seek to

address a range of challenges — and

opportunities — presented in today’s

financial markets.

FUELLING THE PASSION OF CANADA’S WINTER ATHLETES

Mackenzie Investments launched two

major sponsorships in 2014: a four-

year sponsorship of Snow Sports Canada, touching seven premier national

sport organizations; and a five-year partnership with Alpine Ontario, the sport

organization and promoter of competitive ski racing in Ontario. The funding

will help the organizations develop high-performance teams by providing elite

coaches, high-calibre training facilities, technology and innovation; enhance

youth participation; and provide financial support for less established athletes.

GREAT-WEST L IFE

ONE OF CANADA’S TOP 100 EMPLOYERS

A workplace where people can perform at their best

underpins Great-West Life’s ability to advance their

goals as an organization — meeting clients’ needs

and becoming their trusted partner in helping them

to realize their own goals.

The company was very pleased to be recognized as

one of Canada’s Top 100 Employers. The recognition

affirmed Great-West Life's focus on workplace

health and wellness, professional development and

support for staff volunteerism.



clientsurvey

HIGH MARKS IN NEW CLIENT SURVEY

Investors Group enhanced its client

feedback loop with a new client

experience survey, emailed to every new

client after three months and to every

existing client annually. In 2014, 96 per

cent of new clients and 92 per cent of

existing clients responding said they

were satisfied with the service they

receive from their Investors Group

consultant, with similar high marks for

financial planning and goal setting. The

survey complements the company’s

Client Satisfaction Survey, which has

been measuring client sentiment for over

15 years.

INVESTORS GROUP

GRE AT-WE ST L IFE & IGM F INANCIAL

RECOGNIZED FOR ENVIRONMENTAL LEADERSHIP

The Carbon Disclosure Project, an international, not-for-profit initiative, helps companies

disclose and reduce their environmental footprint.

Great-West Life scored a ranking of 98B while IGM Financial was awarded a score of 96B.

These scores distinguished both companies, earning them a spot on the CDP’s Canada

200 Climate Disclosure Leadership Index. The scores reflect the companies’ transparency,

measurement and continuous improvement as cornerstones of their environmental approach.

In both instances the scores were well above industry averages, as the two companies have

long-standing commitments to responsible management and environmental performance.

Power Financial also participated in the CDP and was awarded a score of 91B.

2014 AT A GLANCE


MERGER TO CREATE LAFARGEHOLCIM

In April 2014, Lafarge and Holcim announced their plans to combine the two companies to create LafargeHolcim,

the most advanced and innovative group in the building materials industry operating in 90 countries, which should

provide superior value creation for its shareholders.

Pargesa subsidiary Groupe Bruxelles Lambert, which currently holds a 21.1 per cent interest in Lafarge, would own in

the order of 10 per cent in the new entity following the exchange offer to be launched by Holcim once all regulatory

approvals have been granted.

PA

RG

ES

A

PUTNAM INVESTMENTS

SOCIAL MEDIA INNOVATION

In recent years, Putnam has expanded its outreach to

clients, advisors, consultants and other stakeholders

with social media by building out a robust presence on

Twitter, YouTube and Facebook. The firm has been widely

recognized for developing and adopting best practices in

social media. In 2014, Putnam was ranked the No. 1 social

media leader in the asset management industry, based on

the firm’s innovative work across social media platforms.

INVESTORS GROUP & MACKENZIE INVESTMENTS

WORKING TOWARDS A MORE SUSTAINABLE GLOBAL FINANCIAL SYSTEM

In July 2014, Investors Group and

Mackenzie Investments became

signatories to the United Nations-supported Principles for Responsible

Investment (PRI). The PRI is a set of six aspirational principles —

a framework for integrating environmental, social and governance factors

into the investment analysis and decision-making process for mainstream

investment managers.

In becoming signatories, the two companies join with a number of the

world’s largest investment managers committed to developing a stronger

global financial system.

GREAT-WEST F INANCIAL

SCORES WITH ADVISORS

Great-West Financial’s focus on quality

service and strong relationships received

top marks in a distinguished industry survey.

The company placed first in six categories of

PLANADVISER’s 2014 Retirement Plan Adviser

Survey, tying for the most No. 1 finishes. The

firm was voted best in overall perception,

value for the price, wholesalers, fee structure

for advisers, and overall service for both

micro plans and small plans. In six additional

categories, Great-West Financial placed in the

top three providers.


GREAT-WEST LIFECO

Great-West Lifeco Inc. is an international financial services holding

company with interests in life insurance, health insurance, retirement

and investment services, asset management and reinsurance businesses.

Great-West Lifeco has operations in Canada, the United States, Europe

and Asia through Great-West Life, London Life, Canada Life, Irish Life,

Great-West Financial and Putnam Investments. Great-West Lifeco and its

companies have over $1 trillion in total assets under administration.

2014 operating earnings attributable to common shareholders

$2,546 MILLION

2014 return on shareholders’ equity [2]

15.7% [2] Return on shareholders’ equity is calculated using operating earnings.

[1] Denotes voting interest.

IRISH LIFE 100%

GREAT-WEST LIFECO

GREAT-WEST LIFE 100%

CANADA LIFE 100%

LONDON LIFE 100%

PUTNAM INVESTMENTS

100%[1]

GREAT-WEST FINANCIAL

100%

Total assets under administration

$1,063 BILLION


201420122010 20132011

NET EARNINGS ATTRIBUTABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

1,615 1,8062,022 2,278 2,546

201420122010 20132011

OPERATING EARNINGS ATTRIBUTABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

1,819 1,9461,898 2,052 2,546

CANADA

Great-West Life is a leading Canadian insurer, with interests in life insurance, health insurance, investment, savings and retirement income and reinsurance businesses, primarily in Canada and Europe.

In Canada, Great-West Life and its subsidiaries, London Life and Canada Life, offer a broad portfolio of financial and benefit plan solutions and serve the financial security needs of more than 12 million people.

$161 billion Assets under administration

$1.2 billion 2014 net earnings

More than $2 billion in life insurance claims paid out to support more than 40,000 families

More than 50 million claims representing more than $4 billion in health and dental benefits paid to plan members

EUROPE

Canada Life and its Irish Life subsidiary in Europe provide a broad range of protection and wealth management products, including: payout annuities, investments and group insurance in the United Kingdom; investments and individual insurance in the Isle of Man; insurance, pension and investment products in Ireland; and pensions, critical illness and disability insurance in Germany.

$205 billion Total assets under administration

$12.4 billion 2014 insurance and annuities sales

$19.4 billion Annual premiums and deposits

1 million customers in Ireland

UNITED STATES

Empower Retirement is the second-largest retirement services provider in the U.S. by customers. Empower serves all segments of the employer-sponsored retirement plan market: small, mid-size and large corporate clients, government plans, non-profit entities and private-label record-keeping clients. It also offers individual retirement accounts and advisory services. Great-West Financial® provides life insurance, annuities, executive benefits products and investment services. Empower Retirement and Great-West Financial® are marks of Great-West Life & Annuity Insurance Company.

US$441 billion Total assets under administration

Nearly 7.7 million Retirement, insurance and annuity customers

2nd-largest defined contribution record keeper in the U.S.

No. 3 in sales of executive benefits markets life insurance to financial institutions

UNITED STATES • EUROPE • ASIA

Putnam Investments is a U.S.-based global asset manager, offering investment management services across a range of asset classes, including fixed income, equity—both U.S. and global—global asset allocation and alternatives, including absolute return, risk parity and hedge funds.

Putnam, including its subsidiary PanAgora Asset Management, Inc., distributes services through financial advisors, institutional investors and retirement plan sponsors via its offices and strategic alliances in North America, Europe, and Asia.

US$158 billion Assets under management

200+ investment professionals

100+ mutual funds available

75+ years of investment experience

150+ institutional mandates

168,000 advisors distribute Putnam products

201420122010 20132011

TOTAL ASSETS UNDER ADMINISTRATION(in billions of Canadian dollars)

487 546502 758 1,063

GREAT-WEST LIFECO


IGM FINANCIAL

IGM Financial Inc. is one of Canada’s premier financial services

companies with $142 billion in total assets under management.

The company serves the financial needs of Canadians through multiple

businesses, each operating distinctly within the advice segment of

the financial services market. The company is committed to building

on its record of delivering long-term growth and value to its clients

and shareholders.

2014 operating earnings available to common shareholders

$826 MILLION

2014 return on shareholders’ equity [1]

17.8% [1] Return on shareholders’ equity is calculated using operating earnings.

IGM FINANCIAL

INVESTORS GROUP 100%


100%

INVESTMENT PLANNING COUNSEL

97.1%

Total assets under management

$142 BILLION


201420122010 20132011

NET EARNINGS AVAILABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

731 759901 762 753

201420122010 20132011

OPERATING EARNINGS AVAILABLE TO COMMON SHAREHOLDERS(in millions of Canadian dollars)

759 746833 764 826

Investors Group is committed to comprehensive planning delivered through long-term client and consultant relationships. The company provides advice and services through a network of over 5,000 consultants to nearly one million Canadians.

$73.5 billion Total assets under management

$7.5 billion Mutual fund sales

110 offices across Canada

5,145 consultants

Mackenzie Investments provides investment management services through multiple product offerings utilizing proprietary investment research and experienced investment professionals. The company distributes its investment services through industry distribution channels to both retail and institutional investors.

$70.9 billion Total assets under managemant

$7.1 billion Mutual fund sales

Investment products offered through

30,000 independent financial advisors

74% of Mackenzie Funds rated 3, 4 or 5 Star by Morningstar

Investment Planning Counsel is an integrated financial services company focused on providing Canadians with high-quality financial products, services, and advice. The company is dedicated to providing independent financial planners with the tools, products, and support they need to build a better business.

$3.9 billion Assets under management in Counsel Portfolio Services

$22.7 billion Assets under administration

Partners with almost

900 advisors across the country

201420122010 20132011

TOTAL ASSETS UNDER MANAGEMENT(in billions of Canadian dollars)

129 121119 132 142

IGM FINANCIAL


PARGESA GROUP

Power Financial, through its wholly owned subsidiary, Power Financial

Europe B.V., and the Frère family group of Belgium each hold a 50 per

cent interest in Parjointco, a Netherlands-based company. Parjointco’s

principal holding is a 55.5 per cent equity interest (75.4 per cent of

the voting rights) in Pargesa Holding SA, the Pargesa group’s parent

company based in Geneva, Switzerland.

Pargesa, through its affiliated Belgian holding company, Groupe Bruxelles

Lambert, has holdings in major global companies based in Europe.

2014 operating earnings

SF339 MILLION

Net asset value

SF8.9 BILLION[1] Representing 52% of the voting rights.

PARGESA

50.0%[1]

GROUPE BRUXELLES LAMBERT

IMERYS 56.5%

TOTAL 3.0%

SGS 15.0%

LAFARGE 21.1%

GDF SUEZ 2.4%

PERNOD RICARD

7.5%


Imerys is the world leader in specialty minerals. The company extracts, transforms, develops and combines a unique range of minerals to provide functionalities that are vital to its customers’ products and production processes. These speciality products have a very wide range of uses in the consumer goods, industrial equipment and construction fields.

Value of investment

€2,614 million

Capital/voting rights

56.5% / 71.9%

KEY 2014 FINANCIAL DATAMarket capitalization 4,623 Turnover 3,688 Operating earnings 495

Lafarge is a global leader in construction materials, including cement, aggregates and concrete. The group has two strategic priorities: high-growth cement markets and innovation, particularly in the areas of urbanization and sustainable construction. The planned merger between Lafarge and Holcim is expected to be completed in July 2015, once all regulatory approvals have been granted.

Value of investment

€3,518 million


21.1% / 29.3%

KEY 2014 FINANCIAL DATAMarket capitalization 16,700 Turnover 12,843 Operating earnings 1,881

Total is one of the leading global oil and gas groups. The company operates in more than 130 countries and covers every oil industry segment, from upstream to downstream. Total is also a major player in chemicals and is committed to the development of renewable energies.

Value of investment

€3,052 million


3.0% / 2.7%

KEY 2014 FINANCIAL DATAMarket capitalization 101,374 Turnover (US$ million) 236,122 Operating earnings (US$ million) 14,247

Based in Geneva, Switzerland, SGS is the world leader in inspection, verification, testing and certification. With more than 84,000 employees, SGS operates a network of more than 1,650 offices and laboratories in more than 150 countries.

Value of investment

€1,995 million


15.0% / 15.0%

KEY 2014 FINANCIAL DATAMarket capitalization (SF million) 15,997 Turnover (SF million) 5,883 Operating earnings (SF million) 947

Since its inception in 1975, Pernod Ricard has achieved significant organic growth and made numerous acquisitions, in particular Seagram in 2001, Allied Domecq in 2005 and Vin&Sprit in 2008, thus becoming the world’s co-leader in the wine and spirits market.

Value of investment

€1,835 million


7.5% / 6.9%


Created from the merger between Suez and Gaz de France in 2008, GDF Suez covers the whole energy chain, in electricity, natural gas and services. Its acquisition of International Power in 2011 strengthens its leading position in the European and international energy market.

Value of investment

€1,002 million


2.4% / 2.4%


[1]

[1] June 30, 2014 year-end

[1]

[2]

[2] Value capped at the exchangeable bond’s conversion price

Key 2014 financial data in millions of euros, unless otherwise indicated.


MARCH 18 , 2015This Annual Report is intended to provide interested shareholders and others with selected information concerning Power Financial Corporation. For further

information concerning the Corporation, shareholders and other interested persons should consult the Corporation’s disclosure documents, such as its Annual

Information Form and Management’s Discussion and Analysis (MD&A). Copies of the Corporation’s continuous disclosure documents can be obtained on the

Corpo ration’s website at www.powerfinancial.com, at www.sedar.com, or from the office of the Secretary at the addresses shown at the end of this report.

FORWARD-LOOKING STATEMENTS › Certain statements in this document, other than statements of historical fact, are forward-looking statements based on certain assumptions and reflect the Corporation’s current expectations, or with respect to disclosure regarding the Corporation’s public subsidiaries, reflect such subsidiaries’ disclosed current expectations. Forward-looking statements are provided for the purposes of assisting the reader in understanding the Corporation’s financial performance, financial position and cash flows as at and for the periods ended on certain dates and to present information about management’s current expectations and plans relating to the future and the reader is cautioned that such statements may not be appropriate for other purposes. These statements may include, without limitation, statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of the Corporation and its subsidiaries, as well as the outlook for North American and international economies for the current fiscal year and subsequent periods. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as “expects”, “anticipates”, “plans”, “believes”, “estimates”, “seeks”, “intends”, “targets”,

“projects”, “forecasts” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may”, “will”, “should”, “would” and “could”.

By its nature, this information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, many of which are beyond the Corporation’s and its subsidiaries’ control, affect the operations, performance and results of the Corporation and its subsidiaries and their businesses, and could cause actual results to differ materially from current expectations of estimated or anticipated events or results. These factors include, but are not limited to: the impact or unanticipated impact of general economic, political and market factors in North America and internationally, interest and foreign exchange rates, global equity and capital markets, management of market liquidity and funding risks,

changes in accounting policies and methods used to report financial condition (including uncertainties associated with critical accounting assumptions and estimates), the effect of applying future accounting changes, business competition, operational and reputational risks, technological change, changes in government regulation and legislation, changes in tax laws, unexpected judicial or regulatory proceedings, catastrophic events, the Corporation’s and its subsidiaries’ ability to complete strategic transactions, integrate acquisitions and implement other growth strategies, and the Corporation’s and its subsidiaries’ success in anticipating and managing the foregoing factors.

The reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management’s perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances, including that the list of factors in the previous paragraph, collectively, are not expected to have a material impact on the Corporation and its subsidiaries. While the Corporation considers these assumptions to be reasonable based on information currently available to management, they may prove to be incorrect.

Other than as specifically required by applicable Canadian law, the Corporation undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, whether as a result of new information, future events or results, or otherwise.

Additional information about the risks and uncertainties of the Corporation’s business and material factors or assumptions on which information contained in forward-looking statements is based is provided in its disclosure materials, including its most recent MD& A and its most recent Annual Information Form, filed with the securities regulatory authorities in Canada and available at www.sedar.com.

REVIEW OF FINANCIAL PERFORMANCEAll tabular amounts are in millions of Canadian dollars, unless otherwise noted.

Readers are reminded that a list of the abbreviations used throughout can be found on the inside front cover of this report. In addition, the following

abbreviations are used in the Review of Financial Performance and in the Financial Statements and Notes thereto: Audited Consolidated Financial

Statements of Power Financial and Notes thereto for the year ended December 31, 2014 (the 2014 Consolidated Financial Statements or the Financial

Statements); International Financial Reporting Standards (IFRS).

POWER FINANCIAL CORPORATION 2014 ANNUAL REPORT 25

OVERVIEW

Power Financial, a subsidiar y of Power Corporation, is a diversified

management and holding company with substantial interests in the financial

services sector in Canada, the United States, Europe and Asia, through its

controlling interests in Lifeco and IGM. Power Financial also holds, together

with the Frère Group of Belgium, a controlling interest in Pargesa, a holding

company which focuses on a limited number of significant and strategic

core holdings, held through its subsidiary, GBL. Lifeco (TSX: GWO) and IGM

(TSX: IGM) are public companies listed on the Toronto Stock Exchange.

Pargesa is a public company listed on the Swiss Stock Exchange (SIX: PARG).

LIFECO

Lifeco is an international financial services holding company with subsidiaries

offering life insurance, health insurance, retirement and investment services

and engaged in the asset management and reinsurance businesses.

As at December 31, 2014, Power Financial and IGM held 67.2% and 4.0%,

respectively, of Lifeco’s common shares, representing approximately 65.0%

of the voting rights attached to all outstanding Lifeco voting shares.

On August 29, 2014, Great-West Financial announced it had completed the

acquisition of J.P. Morgan Retirement Plan Services (RPS) large-market

recordkeeping business, expanding the Great-West Financial footprint in the

U.S. retirement services business. As part of this acquisition, a new combined

brand – Empower Retirement – was launched to consolidate and support the

retirement services businesses of Great-West Financial, RPS and Putnam.

Total assets under administration of Lifeco grew to approximately $1.1 trillion

as at December 31, 2014, up 40.2% from December 31, 2013. This includes

$207 billion of assets under administration related to the RPS acquisition and

strong organic growth in all geographies.

Lifeco continued the integration of Irish Life through 2014. While focused on

integration, Irish Life exceeded sales targets and increased its market share.

In 2014, Irish Life contributed $261 million, excluding restructuring costs, to

Lifeco’s net earnings. Since the acquisition of Irish Life, Lifeco has disclosed it

has achieved €40.8 million in annualized synergies.

IGM FINANCIAL

IGM is a financial services company which serves the financial needs of

Canadians through its principal subsidiaries, each operating distinctly within

the advice segment of the financial services market.

As at December 31, 2014, Power Financial and Great-West Life, a subsidiary of

Lifeco, held 58.8% and 3.7%, respectively, of IGM’s common shares.

PARGESA AND GBL

Power Financial Europe B.V., a wholly owned subsidiary of Power Financial,

and the Frère Group of Belgium each hold a 50% interest in Parjointco, which,

as at December 31, 2014, held a 55.5% interest in Pargesa, representing 75.4%

of the voting rights in that company.

Pargesa is a holding company, which at December 31, 2014, held a 50% interest

in GBL, representing 52% of the voting rights in that company. GBL, a Belgian

holding company, is listed on the Brussels Stock Exchange (EBR: GBLB).

As at December 31, 2014, GBL’s portfolio was comprised of investments in:

Imerys—mineral-based specialties for industry (EPA: NK); Lafarge—cement,

aggregates and concrete (EPA: LG); Total—oil, gas and alternative energies

(EPA: FP); SGS—testing, inspection and certification (SIX:SGSN); Pernod

Ricard—wines and spirits (EPA: RI); GDF Suez—electricity, natural gas, and

energy and environmental services (EPA: GSZ); and Suez Environnement—

water and waste management services (EPA: SEV).

On April 7, 2014, Holcim and Lafarge announced their intention to combine

their companies through a merger of equals, unanimously approved by their

respective boards of directors and which could create the most advanced

group in the building materials industry. This operation could lead to enhanced

performance through incremental synergies totalling more than €1.4 billion

on a full run-rate basis phased in over three years with one third in year one.

As Lafarge’s largest shareholder, GBL, with a 21.1% shareholding, supports

this merger and has committed to contribute all its Lafarge shares to the

public exchange offer, which will be initiated by Holcim after the regulatory

authorizations have been received. GBL would hold 10% in the new entity.

Lafarge announced on March 16, 2015 that the board of Holcim has decided

not to pursue the execution of the Combination Agreement under the terms

approved by the boards of directors of Lafarge and Holcim and concluded on

July 7, 2014 and challenged the financial terms and governance structure of the

proposed merger of equals. Lafarge also announced that its board of directors

remains committed to the project and that it intends to see it implemented.

The board of Lafarge said it is willing to explore the possibility of a revision of

the parity, in line with recent market conditions, but it will not accept any

other modification of the terms of the existing agreements.

Additional information on GBL is also available on GBL’s website (www.gbl.be).

BASIS OF PRESENTATION

The 2014 Consolidated Financial Statements of the Corporation have been

prepared in accordance with IFRS and are presented in Canadian dollars.

Lifeco and IGM are controlled by Power Financial and their financial

statements are consolidated with those of Power Financial. Consolidated

financial statements present, as a single economic entity, the assets,

liabilities, revenues, expenses and cash flows of the parent company and

its operating subsidiaries (consolidated financial statements represent the

financial results of Power Financial (parent) and Lifeco and IGM (its operating

subsidiaries) and the elimination of intercompany balances and transactions).

Power Financial’s investment in Pargesa is held through Parjointco.

Parjointco’s only investment is its joint controlling interest in Pargesa.

The investment in Parjointco is accounted for by Power Financial in

accordance with the equity method. The equity method is a method of

accounting whereby:

> The investment is initially recognized at cost and adjusted thereafter for

post-acquisition changes in Power Financial’s share of Pargesa’s net assets

(shareholders’ equity);

> Power Financial’s profit or loss includes its share of Pargesa’s profit or

loss; and

> Power Financial’s other comprehensive income includes its share of

Pargesa’s other comprehensive income.

Pargesa consolidates its subsidiary GBL. GBL’s portfolio consists primarily of

investments in Imerys, Lafarge, Total, SGS, Pernod Ricard, GDF Suez, and Suez

Environnement. GBL’s financial statements are consolidated with Pargesa’s

financial statements.

> GBL holds a 56.5% controlling interest in Imerys and consolidates the

financial statements of Imerys.

> Lafarge, over which GBL has significant influence (holding a 21.1% equity

interest), is accounted for using the equity method.

> Portfolio investments in which GBL holds less than a 20% equity

interest (consisting of: Total, SGS, Pernod Ricard, GDF Suez and

Suez Environnement), are classif ied for accounting purposes as

available-for-sale investments.


REVIEW OF FINANCIAL PERFORMANCE

The following table summarizes the accounting presentation for the Corporation’s holdings:

DEGREE OF CONTROL BASIS OF ACCOUNTING EARNINGS AND OTHER COMPREHENSIVE INCOME

IMPAIRMENT TESTING IMPAIRMENT REVERSAL

The Corporation has a controlling interest in the entity (a subsidiary)

> Consolidation > Consolidated with non-controlling interests

> Goodwill and indefinite life intangible assets are tested annually for impairment

> Impairment of goodwill cannot be reversed

> Impairment of intangible assets is reversed if there is evidence of recovery of value

Holdings over which the Corporation exercises significant influence or joint control

> Equity method of accounting > Corporation’s share of earnings and other comprehensive income

> Entire investment is tested for impairment

> Reversed if there is evidence the investment has recovered its value

Portfolio investments > Available for sale (AFS) > Earnings consist of dividends received and gains or losses on disposals

> The investments are marked to market through other comprehensive income

> Earnings are reduced by impairment charges, if any

> Impairment testing is done at the individual investment level

> A significant or prolonged decline in the value of the investment results in an impairment charge

> Cannot be reversed even if there is a subsequent recovery of value

> A stock price decrease subsequent to an impairment leads to a further impairment

This summary of accounting should be read in conjunction with the following notes to the Corporation’s 2014 Consolidated Financial Statements: Basis of

presentation and summary of significant accounting policies, Investments, Investments in jointly controlled corporations and associates, Goodwill and

intangible assets, and Non-controlling interests.

NON-IFRS FINANCIAL MEASURES AND PRESENTATIONIn analyzing the financial results of the Corporation and consistent with

the presentation in previous years, net earnings attributable to common

shareholders are presented in the section “Results of Power Financial

Corporation” and are comprised of:

> operating earnings attributable to common shareholders; and

> other items or non-operating earnings, which include the after-tax impact

of any item that in management’s judgment would make the period-over-

period comparison of results from operations less meaningful. Other

items also include the Corporation’s share of any such item presented in

a comparable manner by a subsidiary or a jointly controlled corporation

or associate.

Management uses these financial measures in its presentation and analysis of

the financial performance of Power Financial, and believes that they provide

additional meaningful information to readers in their analysis of the results

of the Corporation. Operating earnings, as defined by the Corporation, assist

the reader in comparing the current period’s results to those of previous

periods as items that are not part of ongoing activities are excluded from

this non-IFRS measure.

Operating earnings attributable to common shareholders and operating

earnings per share are non-IFRS financial measures that do not have a

standard meaning and may not be comparable to similar measures used by

other entities. For a reconciliation of these non-IFRS measures to results

reported in accordance with IFRS, see the “Results of Power Financial

Corporation – Earnings Summary – Condensed Supplementary Statements

of Earnings” section below.

In this review of financial per formance, a non-consolidated basis of

presentation is also used by the Corporation to present and analyze its

results, financial position and cash flows. In this basis of presentation,

Power Financial’s interests in Lifeco and IGM are accounted for using the

equity method. Presentation on a non-consolidated basis is a non-IFRS

presentation. However it is useful to the reader as it presents the parent’s

corporate operations apart from those of its operating subsidiaries, thereby

reflecting the individual respective contributions to the consolidated results.

Reconciliations of the non-IFRS basis of presentation with the presentation

in accordance with IFRS are included elsewhere in this review of financial

performance as appropriate.

RESULTS OF POWER FINANCIAL CORPORATION

EARNINGS SUMMARY — CONDENSED SUPPLEMENTARY STATEMENTS OF EARNINGSThe following table is a reconciliation of non-IFRS financial measures: operating earnings, non-operating earnings, operating earnings per share and

non-operating earnings per share with financial measures presented in accordance with IFRS: net earnings and net earnings per share. In this section, the

contributions from Lifeco and IGM, which represent most of the earnings of Power Financial, are accounted for using the equity method.


NON-CONSOLIDATED BASIS

T WELVE MONTHS ENDED DECEMBER 31 2014 2013

Contribution to operating earnings from:

Lifeco 1,710 1,391

IGM 488 446

Pargesa 112 76

2,310 1,913

Results from corporate operations (73) (74)

Dividends on perpetual preferred shares (132) (131)

Operating earnings (attributable to common shareholders) 2,105 1,708

Other items (non-operating) [1]

Lifeco (1) 151

IGM (43) (1)

Pargesa 75 38

31 188

Net earnings (attributable to common shareholders) 2,136 1,896

Earnings per share (attributable to common shareholders)

Operating earnings 2.96 2.40

Non-operating earnings 0.04 0.27

Net earnings 3.00 2.67

[1] See “Other Items” below

NET EARNINGS (ATTRIBUTABLE TO COMMON SHAREHOLDERS)Net earnings attributable to common shareholders for the twelve-month

period ended December 31, 2014 were $2,136 million or $3.00 per share,

compared with $1,896 million or $2.67 per share in the corresponding period

in 2013, an increase of 12.4% on a per share basis.

OPERATING EARNINGS (ATTRIBUTABLE TO COMMON SHAREHOLDERS)Operating earnings attributable to common shareholders for the twelve-

month period ended December 31, 2014 were $2,105 million or $2.96 per share,

compared with $1,708 million or $2.40 per share in the corresponding period

in 2013, an increase of 23.3% on a per share basis.

CONTRIBUTION TO OPERATING EARNINGS — LIFECO, IGM AND PARGESAPower Financial’s share of operating earnings from Lifeco, IGM and Pargesa

increased by 20.8% for the year ended December 31, 2014, compared with the

same period in 2013, from $1,913 million to $2,310 million.

LifecoLifeco’s contribution to Power Financial’s operating earnings for the twelve-

month period ended December 31, 2014, was $1,710 million, compared with

$1,391 million for the corresponding period in 2013.

> Lifeco reported operating earnings attributable to common shareholders

of $2,546 million or $2.549 per share for the twelve-month period ended

December 31, 2014, compared with $2,052 million or $2.108 per share in the

corresponding period in 2013, an increase of 20.9% on a per share basis. The

year ended December 31, 2014 includes twelve months of Irish Life results

while the comparative period includes Irish Life results from the date of

acquisition by Lifeco, being, July 18, 2013.

> Summary of Lifeco’s operating segment results:


Operating earnings (attributable to Lifeco common shareholders)

Canada 1,228 1,148

Europe 1,038 701

United States 306 276

Lifeco Corporate (26) (73)

2,546 2,052

> Operating earnings for the twelve-month period ended December 31, 2014

include $30 million (after tax) of acquisition and restructuring costs related

to the integration of Irish Life and RPS. For the twelve-month period ended

December 31, 2013, operating earnings include costs related to the Irish Life

acquisition and restructuring of $97 million (after tax).

> The acquisition of Irish Life in the third quarter of 2013 resulted in

significant growth in the Europe segment. For the twelve-month period

ended December 31, 2014, Irish Life contributed $261 million (excluding

restructuring costs) to Lifeco’s earnings, compared with $85 million in the

corresponding period in 2013.



> During the quarter ended December 31, 2014, the average currency

translation rates of the U.S. dollar and British pound increased, while the

average currency translation rates of the euro declined as compared to

the fourth quarter of 2013. The overall impact of currency movement on

Lifeco’s net earnings was an increase of $114 million for the twelve-month

period ended December 31, 2014 compared to translation rates a year ago.

IGM FinancialIGM’s contribution to Power Financial’s operating earnings was $488 million

for the twelve-month period ended December 31, 2014, compared with

$446 million for the corresponding period in 2013.

> IGM reported operating earnings available to common shareholders

of $826 million or $3.27 per share for the twelve-month period ended

December 31, 2014, compared with $764 million or $3.02 per share in the

same period in 2013, an increase of 8.3% on a per share basis.

> Operating earnings before interest and taxes (a non-IFRS measure) of IGM’s segments and operating earnings available to IGM common shareholders

were as follows:


Investors Group 777 718

Mackenzie 246 251

Corporate and other 133 110

Operating earnings (before interest and taxes) 1,156 1,079

Interest expense, income taxes, preferred share dividends and other (330) (315)

Operating earnings (available to IGM common shareholders) 826 764

> Total assets under management were $141.9 billion as at December 31, 2014, compared with $131.8 billion as at December 31, 2013. The average daily mutual

fund assets under management were as follows:

2014 2013

IN BILLIONS OF DOLL ARS Q4 Q3 Q2 Q1 Q4 Q3 Q2 Q1

Average daily mutual fund assets 124.6 126.2 123.6 119.7 114.6 110.2 108.4 106.9

PargesaPargesa’s contribution to Power Financial’s operating earnings was $112 million for the twelve-month period ended December 31, 2014, compared with

$76 million in the corresponding period in 2013.

The components of Pargesa’s operating earnings were:

T WELVE MONTHS ENDED DECEMBER 31IN MILLIONS OF SWISS FRANCS 2014 2013

Contribution from principal holdings

Consolidated

Imerys 113 110

Equity method

Lafarge 55 72

Non-consolidated

Total 97 121

SGS 40 −

Pernod Ricard 20 21

GDF Suez 35 75

Suez Environnement 2 15

362 414

Other holdings and operating earnings (loss) from holding companies (23) (163)

Operating earnings 339 251

Power Financial’s share (in millions of Canadian dollars) 112 76

A significant portion of Pargesa’s earnings consists of dividends received

from Total (approved for payment in the second, third and fourth quarters),

SGS (approved for payment in the first quarter), Pernod Ricard (approved

for payment in the second and fourth quarters), and GDF Suez (approved

for payment in the second and third quarters). Pargesa records dividends as

earnings in the period they are approved.

The changes in dividends from non-consolidated holdings reflect decreases

in Pargesa’s ownership of Total (from 3.6% in 2013 to 3.0% in 2014), GDF Suez

(from 5.1% in 2013 to 2.4% in 2014) and Suez Environnement (from 7.2% in 2013

to 1.1% in 2014) and the acquisition of an interest in SGS in June 2013.

Operating earnings for the twelve-month period ended December 31, 2014

include Pargesa’s share of a charge recorded by GBL in the amount of

SF61 million, compared with SF83 million in the corresponding period in 2013.


> These amounts relate to call options embedded in bonds exchangeable

for Suez Environnement shares (issued in 2012) and GDF Suez shares

(issued in 2013) and in bonds issued by GBL in 2013 which are convertible

for GBL shares.

> The charge is the result of the rise in the price of the respective shares

underlying the bonds. This rise in the share price of Suez Environnement

and GDF Suez is reflected in other comprehensive income and will be

recorded in earnings at the time the shares are exchanged.

Operating earnings for the twelve-month period ended December 31, 2014,

also included Pargesa’s share of contribution from private equity and other

investment funds, primarily held by GBL, for an amount of SF51 million.

In 2014, holders of the Suez Environnement bonds exercised their right to

exchange approximately 85% of the bonds for shares of Suez Environnement.

Pargesa’s share of the gain recorded by GBL on this exchange was SF129 million

(including a positive foreign currency impact of SF40 million). A portion of

this gain, SF55 million, representing the reversal of the cumulative negative

marked to market adjustment on the call options mentioned above, was

recorded in operating earnings. The remaining portion, SF74 million, which

represents the economic gain measured at the exchange price set at the time

of the issuance of the exchangeable bonds in 2012, has been recognized as

non-operating earnings.

RESULTS FROM CORPORATE OPERATIONS OF POWER FINANCIALResults from corporate operations include interest on cash and cash

equivalents, operating expenses, financing charges, depreciation and

income taxes.

Corporate operations represented a net charge of $73 million in the twelve-

month period ended December 31, 2014, compared with a net charge of

$74 million in the corresponding period in 2013. Results from corporate

operations in 2013 include a charge of $18 million related to the six-month

equity put options on the S&P 500 purchased by the Corporation.

OTHER ITEMS (NON-OPERATING)The following table presents the Corporation’s share of Lifeco, IGM and Pargesa’s Other Items:


Lifeco

Litigation provision − 156

IGM

Restructuring and other charges (8) (6)

Distribution to clients (36) −

Pargesa

Gain on partial disposal of Total 70 38

Gain on partial exchange of Suez Environnement 17 −

Impairment charges on GDF Suez − (13)

Gain on partial disposal of GDF Suez − 15

Other (charge) income (12) (2)

31 188

Other items in 2014 are comprised of the Corporation’s share of:

IGM Financial> Restructuring and other charges: recorded by IGM in the second quarter

primarily reflecting severance and other costs associated with Mackenzie’s

cost rationalization activities as well as senior management changes

announced and implemented during the second quarter, for an amount of

$8 million. These costs represent the continuation of efforts undertaken

in the fourth quarter of 2013.

> Distribution to clients: reported by IGM in the fourth quarter of $36 million.

In the third quarter of 2012, Investors Group introduced investment

solutions for clients with household account balances in excess of $500,000.

At December 31, 2014, an accrual was recorded related to these lower fee

investment solutions. This amount primarily reflects distributions to

clients who did not transfer to these lower priced solutions when eligible.

Pargesa> Gain on partial disposal of Total: in the first, second, third and fourth

quarters of 2014, GBL disposed of 0.6% of its interest for gains of $26 million,

$17 million, $2 million and $25 million, respectively.

> Gain on partial exchange of Suez Environnement: a gain recorded by GBL

in the second quarter resulting from the delivery of Suez Environnement

shares pursuant to the exercise of exchange rights by certain holders of Suez

Environnement’s exchangeable bonds of $17 million, as discussed above.

Other items in 2013 are comprised of the Corporation’s share of:

Lifeco> A recovery recorded by Lifeco in the fourth quarter relating to a decision

of the Court of Appeal for Ontario on February 3, 2014 in regards to the

involvement of the participating accounts of Lifeco subsidiaries London

Life and Great-West Life in the financing of the London Insurance Group

acquisition in 1997, for an amount of $156 million.

IGM Financial> After-tax restructuring and other charges recorded by IGM in the fourth

quarter of $6 million.

Pargesa> An impairment charge of $13 million recorded by GBL in the first quarter on

its investment in GDF Suez.

> A gain of $15 million recorded by GBL in the second quarter on the disposal

of 2.7% of its interest in GDF Suez.

> A gain of $38 million recorded by GBL in the fourth quarter on the disposal

of 0.4% of its interest in Total.



FINANCIAL POSITION

CONSOLIDATED BALANCE SHEETS (CONDENSED)The condensed balance sheet of Lifeco and IGM, and Power Financial’s non-consolidated balance sheet are presented below:

POWER FINANCIAL CONSOLIDATED BAL ANCE SHEETS

POWER FINANCIAL LIFECO IGM

CONSOLIDATION ELIMINATIONS

AND RECLASSIFICATIONS

DECEMBER 31,2014

DECEMBER 31,2013 [1]

ASSETS

Cash and cash equivalents 786 2,498 1,216 (511) 3,989 4,344

Investments 31 143,265 7,108 438 150,842 134,910

Investments in Lifeco and IGM 14,342 356 794 (15,492) − −

Investment in Parjointco 2,440 − − − 2,440 2,437

Investments in jointly controlled corporations and associates − 237 − − 237 227

Funds held by ceding insurers − 12,154 − − 12,154 10,832

Reinsurance assets − 5,151 − − 5,151 5,070

Other assets 135 8,602 770 (89) 9,418 8,697

Intangible assets − 3,625 1,872 − 5,497 5,281

Goodwill − 5,855 2,657 637 9,149 9,105

Interest on account of segregated fund policyholders − 174,966 − − 174,966 160,779

Total assets 17,734 356,709 14,417 (15,017) 373,843 341,682

LIABILITIES

Insurance and investment contract liabilities − 146,055 − − 146,055 132,063

Obligations to securitization entities − − 6,754 − 6,754 5,572

Debentures and debt instruments 250 5,355 1,325 (43) 6,887 7,275

Other liabilities 465 8,436 1,497 (119) 10,279 9,059

Insurance and investment contracts on account of segregated fund policyholders − 174,966 − − 174,966 160,779

Total liabilities 715 334,812 9,576 (162) 344,941 314,748

EQUITY

Perpetual preferred shares 2,580 2,514 150 (2,664) 2,580 2,755

Common shareholders’ equity 14,439 16,740 4,691 (21,431) 14,439 13,238

Non-controlling interests − 2,643 − 9,240 11,883 10,941

Total equity 17,019 21,897 4,841 (14,855) 28,902 26,934

Total liabilities and equity 17,734 356,709 14,417 (15,017) 373,843 341,682

[1] Comparative figures have been restated as described in Note 33 to the Corporation’s 2014 Consolidated Financial Statements.

Total assets of the Corporation increased to $373.8 billion at December 31, 2014,

compared with $341.7 billion at December 31, 2013.

> Investments at December 31, 2014 were $150.8 billion, a $15.9 billion increase

from December 31, 2013, primarily related to Lifeco.

> Interest on account of segregated fund policyholders increased by

$14.2 billion, primarily as a result of market value gains and investment

income as well as positive currency movements. See also the discussion

on liabilities below.

Liabilities increased to $344.9 billion at December 31, 2014, compared with

$314.7 billion at December 31, 2013, mainly due to the following, as disclosed

by Lifeco:

> Insurance and investment contract liabilities increased by $14.0 billion,

primarily due to the impact of new business, an increase in fair value

adjustments driven by declining interest rates and currency movements

as a result of a strengthening of the U.S. dollar and British pound against

the Canadian dollar.

> Insurance and investment contract liabilities on account of segregated

fund policyholders increased by $14.2 billion, primarily due to the combined

impact of market value gains and investment income of $14.0 billion as well

as the impact of currency movements of $0.8 billion, partially offset by net

withdrawals of $0.1 billion.


NON-CONSOLIDATED BALANCE SHEETSIn the non-consolidated basis of presentation, Lifeco and IGM are presented by the Corporation using the equity method. These non-consolidated balance

sheets, which are not in accordance with IFRS, enhance the review of financial performance and assist the reader by identifying changes in Power Financial’s

non-consolidated balance sheets, which include its investments in Lifeco and IGM at equity.

DECEMBER 31 2014 2013 [2]

ASSETS

Cash and cash equivalents [1] 786 925

Investments 31 27

Investments in subsidiaries at equity 14,342 13,165

Investment in Parjointco at equity 2,440 2,437

Other assets 135 120

Total assets 17,734 16,674

LIABILITIES

Debentures 250 250

Other liabilities 465 431

Total liabilities 715 681

EQUITY

Perpetual preferred shares 2,580 2,755

Common shareholders’ equity 14,439 13,238


Total liabilities and equity 17,734 16,674

[1] In these non-consolidated balance sheets, cash equivalents include $511 million ($454 million at December 31, 2013) of fixed income securities with maturities of more than 90 days. In the 2014 Consolidated Financial Statements, this amount is classified in investments.


Cash and cash equivalents held by Power Financial amounted to $786 million

at December 31, 2014, compared with $925 million at the end of December 2013.

This decrease in cash and cash equivalents is mainly due to the redemption

of the First Preferred Shares, Series M, for an amount of $175 million in the

first quarter of 2014 (see also the “Non-consolidated Statements of Cash

Flows” section below for details). The fourth quarter dividend declared by the

Corporation and paid on January 30, 2015, amounted to $282 million. Dividends

declared in the fourth quarter by IGM and received on January 30, 2015 by the

Corporation amounted to $83 million.

The carrying value of Power Financial’s investments in Lifeco, IGM and Parjointco, at equity, increased to $16,782 million at December 31, 2014, compared with

$15,602 million at December 31, 2013:

LIFECO IGM PARJOINTCO TOTAL

Carrying value, at the beginning of the year 10,452 2,713 2,437 15,602

Share of operating earnings 1,710 488 112 2,310

Share of other items (1) (43) 75 31

Share of other comprehensive income 196 (27) (97) 72

Dividends (824) (322) (75) (1,221)

Other, including effect of change in ownership 15 (15) (12) (12)

Carrying value, at December 31, 2014 11,548 2,794 2,440 16,782



SHAREHOLDERS’ EQUITY

PERPETUAL PREFERRED SHARESOn January 31, 2014, the Corporation redeemed all of its $175 million 6.00%

Non-cumulative 5-year Rate Reset First Preferred Shares, Series M.

COMMON SHAREHOLDERS’ EQUITYCommon shareholders’ equity was $14,439 million at December 31, 2014,

compared with $13,238 million at December 31, 2013. This $1,201 million increase

was primarily due to:

> A $1,079 million increase in retained earnings, reflecting mainly net

earnings of $2,268 million, less dividends declared of $1,128 million and other

decreases of $61 million mainly due to changes in the level of ownership

of their subsidiaries.

> An increase in reserves (other comprehensive income and amounts related

to share-based compensation) of $100 million, consisting of:

> Positive foreign currency translation adjustments of $403 million.

> An increase of $61 million related to the Corporation and its subsidiaries’

available-for-sale investments and cash flow hedges.

> A net increase of $47 million related to share-based compensation of the

Corporation and its subsidiaries.

> A decrease of $300 million due to actuarial losses related to pension

plans of the Corporation and of its subsidiaries.

> A decrease of $111 million mainly related to the Corporation’s share

of other comprehensive income of investments in Pargesa and

other associates.

> In the twelve-month period ended December 31, 2014, 550,000 common

shares were issued by the Corporation (2,069,600 common shares in the

corresponding period of 2013) pursuant to the Corporation’s Employee

Stock Option Plan.

As a result of the above, the book value per common share of the Corporation

was $20.29 at December 31, 2014, compared with $18.61 at the end of 2013.

OUTSTANDING NUMBER OF COMMON SHARESAs of the date hereof, there were 7 13,238,680 common shares of the

Corporation outstanding, compared with 711,173,680 as at December 31,

2013. As of the date hereof, options were outstanding to purchase up to

an aggregate of 7,418,589 common shares of the Corporation under the

Corporation’s Employee Stock Option Plan.

The Corporation filed a short-form base shelf prospectus dated November 24,

2014, pursuant to which, for a period of 25 months thereafter, the Corporation

may issue up to an aggregate of $3 billion of First Preferred Shares, common

shares, subscription receipts and unsecured debt securities, or any

combination thereof. This filing provides the Corporation with the flexibility

to access debt and equity markets on a timely basis.

CASH FLOWS

CONSOLIDATED STATEMENTS OF CASH FLOWS (CONDENSED)The condensed cash flow of Lifeco and IGM, and Power Financial’s non-consolidated cash flow are presented below:

POWER FINANCIAL CONSOLIDATED CASH FLOWS

T WELVE MONTHS ENDED DECEMBER 31POWER

FINANCIAL LIFECO IGM

CONSOLIDATION ELIMINATIONS AND RECLASSIFICATIONS 2014 2013

Cash flow from:

Operating activities 1,162 5,443 741 (1,210) 6,136 5,651

Financing activities (1,286) (1,685) 625 1,210 (1,136) 618

Investing activities (15) (4,129) (1,232) (57) (5,433) (5,428)

Effect of changes in exchange rates on cash and cash equivalents − 78 − − 78 190

Increase (decrease) in cash and cash equivalents (139) (293) 134 (57) (355) 1,031

Cash and cash equivalents, at the beginning of the year 925 2,791 1,082 (454) 4,344 3,313

Cash and cash equivalents, at December 31 786 2,498 1,216 (511) 3,989 4,344

On a consolidated basis, cash and cash equivalents decreased by $355 million

in the twelve-month period ended December 31, 2014, compared with an

increase of $1,031 million in the corresponding period of 2013.

Operating activities produced a net inflow of $6,136 million in the twelve-

month period ended December 31, 2014, compared with a net inflow of

$5,651 million in the corresponding period of 2013.

Cash flows from financing activities, which include dividends paid on the

common and preferred shares of the Corporation, as well as dividends paid

by subsidiaries to non-controlling interests, represented a net outflow of

$1,136 million in the twelve-month period ended December 31, 2014, compared

with a net inflow of $618 million in the corresponding period of 2013.

Cash flows from investing activities resulted in a net outflow of $5,433 million

in the twelve-month period ended December 31, 2014, compared with a net

outflow of $5,428 million in the corresponding period of 2013.

The Corporation increased its level of fixed income securities with maturities

of more than 90 days, resulting in a net outflow of $57 million, compared with

a net inflow of $171 million in the corresponding period of 2013.


NON-CONSOLIDATED STATEMENTS OF CASH FLOWSAs Power Financial is a holding company, corporate cash flows from operating activities, before payment of preferred and common share dividends, are primarily

comprised of dividends received from Lifeco, IGM and Parjointco and income from investments, less operating expenses, financing charges, and income taxes.

The following non-consolidated cash flows statement of the Corporation, which is not presented in accordance with IFRS, has been prepared to assist the

reader in isolating the cash flows of Power Financial, the parent company.


OPERATING ACTIVITIES

Net earnings before dividends on perpetual preferred shares 2,268 2,027

Earnings from Lifeco, IGM and Parjointco not received in cash (1,123) (910)

Other 17 (11)

1,162 1,106

FINANCING ACTIVITIES

Dividends paid on preferred shares (132) (128)

Dividends paid on common shares (996) (995)

Issuance of preferred shares − 500

Repurchase of preferred shares (175) −

Issuance of common shares 17 45

Share issue costs − (14)

(1,286) (592)

INVESTING ACTIVITIES

Acquisition of Lifeco common shares − (545)

Purchase of investment − (26)

Other (15) (2)

(15) (573)

Decrease in cash and cash equivalents (139) (59)

Cash and cash equivalents, at the beginning of the year 925 984

Cash and cash equivalents, at December 31 786 925

On a non-consolidated basis, cash and cash equivalents decreased by

$139 million in the twelve-month period ended December 31, 2014, compared

with a decrease of $59 million in the corresponding period in 2013.

Operating activities produced net inflow of $1,162 million in the twelve-month

period ended December 31, 2014, compared with a net inflow of $1,106 million

in the corresponding period in 2013.

> Dividends declared by Lifeco during the twelve-month period ended

December 31, 2014 on its common shares were $1.23 per share, same as

in the corresponding period of 2013. In the twelve-month period ended

December 31, 2014, the Corporation recorded dividends from Lifeco of

$824 million, compared with $810 million in the corresponding period of

2013. On February 12, 2015, Lifeco announced an increase of its quarterly

dividend from $0.3075 to $0.3260 per share, payable March 31, 2015.

> Dividends declared by IGM during the twelve-month period ended

December 31, 2014 on its common shares were $2.175 per share, compared

with $2.15 per share in the corresponding period of 2013. In the twelve-

month period ended December 31, 2014, the Corporation recorded

dividends from IGM of $322 million, compared with $318 million in the

corresponding period of 2013. On February 13, 2015, IGM declared a quarterly

dividend of $0.5625 per share on its common share, payable April 30, 2015.

> Pargesa declares and pays an annual dividend in the second quarter ending

June 30. The dividend paid by Pargesa to Parjointco in 2014 was SF2.64 per

bearer share, compared with SF2.57 in 2013. The Corporation received

dividends of SF62 million from Parjointco in 2014 (SF59 million in 2013). At

its upcoming annual meeting in May, the board of directors of Pargesa will

propose a 2014 dividend of SF2.27 per bearer share, to be paid on May 11, 2015.

The Corporation’s financing activities during the twelve-month period ended

December 31, 2014 were a net outflow of $1,286 million, compared with a net

outflow of $592 million in the corresponding period in 2013, and included:

> Dividends paid on common and preferred shares by the Corporation of

$1,128 million, compared with $1,123 million in the corresponding period

of 2013. In the twelve-month period ended December 31, 2014, dividends

declared on the Corporation’s common shares were $1.40 per share, the

same as in the corresponding period of 2013.

> Issuance of common shares of the Corporation for $17 million pursuant to

the Corporation’s Employee Stock Option Plan, compared with an issuance

for $45 million in the corresponding period of 2013.

> The Corporation repurchased the Series M preferred shares for $175 million,

compared with an issuance of $500 million in the corresponding period

of 2013.

The Corporation’s investing activities during the twelve-month period ended

December 31, 2014 represented a net outflow of $15 million, compared with a

net outflow of $573 million in the corresponding period of 2013.



CAPITAL MANAGEMENT

As a holding company, Power Financial’s objectives in managing its capital

are to:

> provide attractive long-term returns to shareholders of the Corporation;

> provide sufficient financial flexibility to pursue its growth strategy and

invest in its group companies as it determines to be appropriate; and

> maintain an appropriate credit rating to ensure stable access to the

capital markets.

The Corporation manages its capital taking into consideration the risk

characteristics and liquidity of its holdings. In order to maintain or adjust its

capital structure, the Corporation may adjust the amount of dividends paid

to shareholders, return capital to shareholders or issue capital.

The Board of Directors of the Corporation is responsible for capital

management. Management of the Corporation is responsible for establishing

capital management procedures and for implementing and monitoring its

capital plans. The Board of Directors of the Corporation reviews and approves

capital transactions such as the issuance, redemption and repurchase of

common shares, perpetual preferred shares and debentures. The boards of

directors of public subsidiaries are responsible for their respective company’s

capital management.

The Corporation is a long-term investor. The majority of the Corporation’s

capital is permanent, matching the long-term nature of its investments. The

capital structure of the Corporation consists of preferred shares, debentures,

common shareholders’ equity, and non-controlling interests. The Corporation

views perpetual preferred shares as a permanent and cost-effective source

of capital consistent with its strategy of maintaining a relatively low level

of debt.

In the following table, consolidated capitalization reflects the consolidation

of the Corporation’s majority owned subsidiaries. The Corporation’s

consolidated capitalization includes the debentures and debt instruments

of its consolidated subsidiaries. Debentures and debt instruments issued

by Lifeco and IGM are non-recourse to the Corporation. Perpetual preferred

shares and total equity account for 81% of consolidated capitalization at

December 31, 2014.

2014 2013

DEBENTURES AND DEBT INSTRUMENTS

Power Financial 250 250

Lifeco 5,355 5,740

IGM 1,325 1,325

Consolidating eliminations (43) (40)

6,887 7,275

PREFERRED SHARES

Power Financial 2,580 2,755

Lifeco 2,514 2,314

IGM 150 150

5,244 5,219

EQUITY

Common shareholders’ equity 14,439 13,238

Non-controlling interests [1] 9,219 8,477

23,658 21,715

35,789 34,209

[1] Represents the equity non-controlling interests of the Corporation’s subsidiaries and excludes Lifeco and IGM preferred shares which are shown as preferred shares.

The Corporation is not subject to externally imposed regulatory capital

requirements. Certain of the Corporation’s major operating subsidiaries

(Lifeco and IGM) are subject to regulatory capital requirements.

RATINGSThe current rating by Standard & Poor’s (S&P) of the Corporation’s debenture

is “A+” with a stable outlook. Dominion Bond Rating Service’s (DBRS) current

rating on the Corporation’s debenture is “AA (Low)” with a stable rating trend.

Credit ratings are intended to provide investors with an independent measure

of the credit quality of the securities of a corporation and are indicators

of the likelihood of payment and the capacity of a corporation to meet its

obligations in accordance with the terms of each obligation. Descriptions

of the rating categories for each of the agencies set forth below have been

obtained from the respective rating agencies’ websites. These ratings are not

a recommendation to buy, sell or hold the securities of the Corporation and

do not address market price or other factors that might determine suitability

of a specific security for a particular investor. The ratings also may not reflect

the potential impact of all risks on the value of securities and are subject to

revision or withdrawal at any time by the rating organization.

The “A+” rating assigned to the Corporation’s debenture by S&P is the fifth

highest of the 22 ratings used for long-term debt. A long-term debenture

rated “A+” is somewhat more susceptible to the adverse effects of changes

in circumstances and economic conditions than obligations in higher-rated

categories, however, the obligor’s capacity to meet its financial commitment

on the obligation is still strong.

The “AA (Low)” rating assigned to Power Financial’s debenture by DBRS is the

fourth highest of the 26 ratings used for long-term debt. Long-term debt rated

“AA” by DBRS is of superior credit quality, and the capacity for the payment of

financial obligations is considered high. In many cases they differ from long-

term debt rated “AAA” only to a small degree and are unlikely to be significantly

vulnerable to future events.


RISK MANAGEMENT

There are certain risks inherent in an investment in the securities of the

Corporation and in the activities of the Corporation, including the following

risks and others discussed elsewhere in this review of financial performance,

which investors should carefully consider before investing in securities of

the Corporation. This description of risks does not include all possible risks,

and there may be other risks of which the Corporation is not currently aware.

Power Financial is a holding company that holds substantial interests in the

financial services sector through its controlling interest in each of Lifeco

and IGM. As a result, the Corporation bears the risks associated with being

a significant shareholder of these holdings and operating companies. The

respective boards of directors of Lifeco and IGM are responsible for the risk

oversight function. The risk committee of the board directors of Lifeco is

responsible for risk oversight, and the board of directors of IGM provides

oversight and carries out its risk management mandate through various

committes. Officers of the Corporation are members of these boards and

committees of these boards and consequently in their role as directors they

participate in the risk oversight function at the operating companies. Pargesa,

a holding company, is also subject to risk due to the nature of its activities and

also those of its direct subsidiary GBL. These risks relate to credit, liquidity

and market risk as described in Pargesa’s consolidated financial statements

for the year ended December 31, 2014.

The Corporation believes that a prudent approach to risk is achieved through

a governance model that focuses on the active oversight of its investments.

The Board of Directors of the Corporation has overall responsibility for

monitoring management’s implementation and maintenance of policies and

controls to manage the risks associated with the Corporation’s business as

a holding company.

The Board of Directors provides oversight and carries out its risk management

mandate primarily through the following committees:

> The Audit Committee addresses risks related to financial reporting.

> The Compensation Committee considers risk associated with the

Corporation’s compensation policies and practices.

> The Governance and Nominating Committee oversees the Corporation’s

approach to appropriately address potential r isk s related to

governance matters.

> The Related Party and Conduct Review Committee oversees the risks

related to transactions with related parties of the Corporation.

The share price of Power Financial and its subsidiaries (Lifeco and IGM) may

be volatile and subject to fluctuations in response to numerous factors

beyond Power Financial’s control. Economic conditions may adversely

affect Power Financial and its subsidiaries, including fluctuations in foreign

exchange, inflation and interest rates, as well as monetary policies, business

investment and the health of capital markets in Canada, the United States,

Europe and Asia. In recent years, financial markets have experienced

significant price and volume fluctuations that have affected the market

prices of equity securities held by the Corporation and its subsidiaries and that

have often been unrelated to the operating performance, underlying asset

values or prospects of such companies. These factors may cause decreases

in asset values that are deemed to be significant or prolonged, which may

result in impairment charges. In periods of increased levels of volatility and

related market turmoil, Power Financial subsidiaries’ operations could be

adversely impacted and the trading price of Power Financial’s securities may

be adversely affected.

FINANCIAL INSTRUMENTS RISKPower Financial has established policies, guidelines or procedures designed

to identify, measure, monitor and mitigate material risks associated with

financial instruments. The key risks related to financial instruments are

liquidity risk, credit risk and market risk.

> Liquidity risk is the risk that the Corporation will not be able to meet all

cash outflow obligations as they come due.

> Credit risk is the potential for financial loss to the Corporation if a

counterparty in a transaction fails to meet its obligations.

> Market risk is the risk that the fair value or future cash flows of a financial

instrument will fluctuate as a result of changes in market factors. Market

factors include three types of risks: currency risk, interest rate risk and

equity price risk.

> Currency risk relates to the Corporation operating in different currencies

and converting non-Canadian earnings at different points in time at

different foreign exchange levels when adverse changes in foreign

currency exchange rates occur.

> Interest rate risk is the risk that the fair value of future cash flows of a

financial instrument will fluctuate because of changes in the market

interest rates.

> Equity price risk is the uncertainty associated with the valuation of

assets arising from changes in equity markets.

LIQUIDITY RISKAs a holding company, Power Financial’s ability to meet its obligations,

including payment of interest, other operating expenses and dividends,

and to complete current or desirable future enhancement opportunities or

acquisitions generally depends upon dividends from its principal subsidiaries

(Lifeco and IGM) and Pargesa, and its ability to raise additional capital.

Dividends to shareholders of Power Financial will be dependent on the

operating performance, profitability, financial position and creditworthiness

of the subsidiaries of Power Financial and on their ability to pay dividends

to Power Financial. The ability of Lifeco and IGM, which are also holding

companies, to meet their obligations and pay dividends is dependent upon

receipt of dividends from their subsidiaries. The payment of interest and

dividends by Lifeco’s principal subsidiaries is subject to restrictions set out

in relevant corporate and insurance laws and regulations, which require

that solvency and capital ratios be maintained. The payment of dividends

by IGM’s principal subsidiaries is subject to corporate laws and regulations

which require that solvency standards be maintained. In addition, certain

subsidiaries of IGM must also comply with capital and liquidity requirements

established by regulatory authorities.

Power Financial regularly reviews its liquidity requirements and seeks

to maintain a sufficient level of liquidity to meet its operating expenses,

financing charges and payment of preferred share dividends for a reasonable

period of time. If required, the ability of Power Financial to arrange additional

financing in the future will depend in part upon prevailing market conditions

as well as the business performance of Power Financial and its subsidiaries.

There can be no assurance that debt or equity financing will be available, or,

together with internally generated funds, will be sufficient to meet or satisfy

Power Financial’s objectives or requirements or, if the foregoing are available

to Power Financial, that they will be on terms acceptable to Power Financial.

The inability of Power Financial to access sufficient capital on acceptable

terms could have a material adverse effect on Power Financial’s business,

prospects, dividend paying capability and financial condition, and further

enhancement opportunities or acquisitions.

Power Financial’s management of liquidity risk have not changed materially

since December 31, 2013.



CREDIT RISKFixed income securities and derivatives are subject to credit risk.

Power Financial mitigates credit risk on its fixed income securities by

adhering to an investment policy that outlines credit risk parameters and

concentration limits.

Fixed income securities, which are included in investments and in cash and

cash equivalents, consist primarily of bonds, bankers’ acceptances and

highly liquid temporary deposits with Canadian chartered banks and banks

in jurisdictions where Power Financial operates as well as bonds and short-

term securities of, or guaranteed by, the Canadian and U.S. government.

Power Financial regularly reviews the credit ratings of its counterparties.

The maximum exposure to credit risk on these financial instruments is their

carrying value.

Derivatives continue to be utilized on a basis consistent with the risk

management guidelines of Power Financial and are monitored by the

Corporation for effectiveness as economic hedges even if specific hedge

accounting requirements are not met. Power Financial regularly reviews the

credit ratings of derivative financial instrument counterparties. Derivative

contracts are over-the-counter with counterparties that are highly rated

financial institutions.

Power Financial’s exposure to and management of credit risk related to

fixed income securities and derivatives have not changed materially since

December 31, 2013.

MARKET RISKa) Currency risk

Power Financial’s financial instruments are comprised of cash and cash

equivalents, fixed income securities and long-term debt. In managing its

own cash and cash equivalents, Power Financial may hold cash balances

denominated in foreign currencies and thus be exposed to fluctuations in

exchange rates. In order to protect against such fluctuations, Power Financial

may from time to time enter into currency-hedging transactions with highly

rated financial institutions. As at December 31, 2014, approximately 90% of

Power Financial’s cash and cash equivalents and fixed income securities

were denominated in Canadian dollars or in foreign currencies with currency

hedges in place.

Power Financial is exposed through Parjointco to foreign exchange risk as

a result of Parjointco’s investment in Pargesa, a company whose functional

currency is the Swiss franc. Foreign currency translation gains and losses from

Pargesa are recorded in other comprehensive income.

b) Interest rate risk

Power Financial’s financial instruments are cash and cash equivalents, fixed

income securities and long-term debt that do not have significant exposure

to interest rate risk.

c) Equity price risk

Power Financial’s financial instruments are cash and cash equivalents, fixed

income securities and long-term debt that do not have exposure to equity

price risk.

Pargesa indirectly holds substantial investments classified as available

for sale; unrealized gains and losses on these investments are recorded

in other comprehensive income until realized. These investments are

reviewed periodically to determine whether there is objective evidence of

an impairment in value.

OFF-BALANCE SHEET ARRANGEMENTS

GUARANTEESIn the normal course of their operations, the Corporation and its subsidiaries

may enter into certain agreements, the nature of which precludes the

possibility of making a reasonable estimate of the maximum potential

amount the Corporation or subsidiary could be required to pay third parties,

as some of these agreements do not specify a maximum amount and the

amounts are dependent on the outcome of future contingent events, the

nature and likelihood of which cannot be determined.

LETTERS OF CREDITIn the normal course of Lifeco’s reinsurance business, Lifeco provides letters

of credit to other parties or beneficiaries. A beneficiary will typically hold a

letter of credit as collateral in order to secure statutory credit for insurance

and investment contract liabilities ceded to or amounts due from Lifeco.

Lifeco may be required to seek collateral alternatives if it is unable to renew

existing letters of credit’s maturity. (See also Note 31 to the Corporation’s 2014

Consolidated Financial Statements.)

CONTINGENT LIABILITIESThe Corporation and its subsidiaries are from time to time subject to legal

actions, including arbitrations and class actions, arising in the normal course

of business. It is inherently difficult to predict the outcome of any of these

proceedings with certainty, and it is possible that an adverse resolution

could have a material adverse effect on the consolidated financial position of

the Corporation. However, based on information presently known, it is not

expected that any of the existing legal actions, either individually or in the

aggregate, will have a material adverse effect on the consolidated financial

position of the Corporation.


COMMITMENTS AND CONTRACTUAL OBLIGATIONS

PAYMENTS DUE BY PERIOD TOTALLESS THAN

1 YEAR 1–5 YEARSMORE THAN

5 YEARS

Debentures and debt instruments [1] 6,887 596 1,005 5,286

Deposits and certificates 223 212 8 3

Obligations to securitization entities 6,754 1,249 5,468 37

Operating leases [2] 713 165 428 120

Purchase obligations [3] 180 71 93 16

Pension contributions [4] 204 204 − −

Contractual commitments [5] 591 591 − −

Total 15,552 3,088 7,002 5,462

Power Financial [6] 267 8 6 253

Lifeco 6,750 1,540 848 4,362

IGM 8,535 1,540 6,148 847

Total 15,552 3,088 7,002 5,462

[1] Please refer to Note 14 to the Corporation’s 2014 Consolidated Financial Statements for further information.

[2] Includes office space and equipment used in the normal course of business. Lease payments are charged to operations over the period of use.

[3] Purchase obligations are commitments of Lifeco to acquire goods and services, essentially related to information services.

[4] Pension contributions include post-retirement benefits and are subject to change, as contribution decisions are affected by many factors including market performance, regulatory requirements and management’s ability to change funding policy. Funding estimates beyond one year are excluded due to variability on the assumptions required to project the timing of future contributions.

[5] Represents commitments by Lifeco. These contractual commitments are essentially commitments to investment transactions made in the normal course of operations, in accordance with its policies and guidelines, which are to be disbursed upon fulfilment of certain contract conditions.

[6] Includes debenture of the Corporation of $250 million.

Lifeco uses letters of credit in the normal course of business; refer to Note 31 to the Corporation’s 2014 Consolidated Financial Statements.

TRANSACTIONS WITH RELATED PARTIES

In the normal course of business, Great-West Life enters into various

transactions with related companies which include providing insurance

benefits to other companies within the Power Financial group of companies.

Such transactions are at market terms and conditions and are reviewed by the

appropriate Related Party and Conduct Review Committee.

Lifeco provides reinsurance, asset management and administrative services

for employee benefit plans relating to pension and other post-employment

benefits for employees of Power Financial, and Lifeco and its subsidiaries.

Such transactions are at market terms and conditions and are reviewed by

the appropriate Related Party and Conduct Review Committee.

IGM also enters into transactions with subsidiaries of Lifeco. These

transactions are in the normal course of operations and include (i) providing

certain administrative services, (ii) distributing insurance products and (iii)

the sale of residential mortgages to Great-West Life and London Life. These

transactions are at market terms and conditions.

On November 14, 2013, the Board of Directors approved a loss consolidation

program with IGM. This program allows Power Financial to generate

sufficient taxable income to use its non-capital losses. At the same time,

IGM incurs tax deductions, which are used to reduce its taxable income.

On Januar y 6, 2015, the Corporation increased its loss consolidation

transactions with IGM. The increase was put in place to ensure that non-

capital losses of Power Financial, which would otherwise expire in 2015,

will be utilized. The Corporation acquired $330 million of 4.50% secured

debentures of IGM. As sole consideration for the debentures, a wholly

owned subsidiary of Power Financial issued $330 million of 4.51% preferred

shares to IGM. The Corporation has legally enforceable rights to settle these

financial instruments on a net basis and the Corporation intends to exercise

these rights.



FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL INSTRUMENTSThe following table presents the carrying amounts and fair value of the

Corporation’s financial assets and financial liabilities. The table distinguishes

between those financial instruments recorded at fair value and those recorded

at amortized cost. The table excludes fair value information for financial

assets and financial liabilities not measured at the fair value if the carrying

amount is a reasonable approximation of fair value.

The excluded items are cash and cash equivalents, dividends, interest and

accounts receivable, income tax receivable, loans to policyholders, certain

other financial assets, accounts payable, repurchase agreements, dividends

payable, interest payable, income tax payable and certain other financial

liabilities. Fair value represents the amount that would be exchanged in an

arm’s-length transaction between willing parties and is best evidenced by

a quoted market price, if one exists. Fair values represent management’s

estimates and are generally calculated using market information and at a

specific point in time and may not reflect future fair values. The calculations

are subjective in nature, involve uncertainties and matters of significant

judgment (please refer to Note 26 to the Corporation’s 2014 Consolidated

Financial Statements).

2014 2013

AS AT DECEMBER 31CARRYING

VALUEFAIR

VALUECARRYING

VALUEFAIR

VALUE

FINANCIAL ASSETS

Financial assets recorded at fair value

Bonds

Fair value through profit or loss 79,957 79,957 70,104 70,104

Available for sale 10,501 10,501 8,370 8,370

Mortgage loans

Fair value through profit or loss 366 366 324 324

Shares

Fair value through profit or loss 6,697 6,697 7,297 7,297

Available for sale 60 60 117 117

Investment properties 4,613 4,613 4,288 4,288

Derivative instruments 693 693 654 654

Other assets 421 421 396 396

103,308 103,308 91,550 91,550

Financial assets recorded at amortized cost

Bonds

Loans and receivables 13,178 14,659 11,855 12,672

Mortgage loans


Shares

Available for sale [1] 560 560 632 632

40,937 44,235 37,078 38,516

Total financial assets 144,245 147,543 128,628 130,066

FINANCIAL LIABILITIES

Financial liabilities recorded at fair value

Investment contract liabilities 857 857 889 889

Derivative instruments 1,225 1,225 779 779

Other liabilities 16 16 20 20

2,098 2,098 1,688 1,688

Financial liabilities recorded at amortized cost

Obligation to securitization entities 6,754 6,859 5,572 5,671

Debentures and debt instruments 6,887 8,065 7,275 8,066

Capital trust debentures 162 220 163 205

Deposits and certificates 223 225 187 188

14,026 15,369 13,197 14,130

Total financial liabilities 16,124 17,467 14,885 15,818

[1] Fair value of some investments cannot be reliably measured, therefore the investments are held at cost.


DERIVATIVE FINANCIAL INSTRUMENTSIn the course of their activities, the Corporation and its subsidiaries use

derivative financial instruments. When using such derivatives, they only act

as limited end-users and not as market-makers in such derivatives.

The use of derivatives is monitored and reviewed on a regular basis by

senior management of the Corporation and by senior management of its

subsidiaries. The Corporation and its subsidiaries have each established

operating policies, guidelines or procedures relating to the use of derivative

financial instruments, which in particular aim at:

> prohibiting the use of derivative instruments for speculative purposes;

> documenting transactions and ensuring their consistency with risk

management policies;

> demonstrating the effectiveness of the hedging relationships; and

> monitoring the hedging relationship.

The Corporation and its subsidiaries have policies, guidelines or procedures

relating to the identification, measurement, monitoring, mitigating and

controlling of risks associated with financial instruments. The key risks related

to financial instruments are credit risk, liquidity risk and market risk (currency,

interest rate and equity price risk). (See Note 21 to the Corporation’s 2014

Consolidated Financial Statements and the “Risk Management” section of

this Review of Financial Performance for more information.)

There were no major changes to the Corporation and its subsidiaries’ policies and procedures with respect to the use of derivative instruments in the twelve-

month period ended December 31, 2014. The following table provides a summary of the Corporation and its subsidiaries’ derivatives portfolio at December 31:

2014 2013

NOTIONALMA XIMUM

CREDIT RISKTOTAL

FAIR VALUE NOTIONALMA XIMUM

CREDIT RISKTOTAL

FAIR VALUE

Power Financial 8 1 1 3,549 4 4

Lifeco 15,460 652 (543) 21,582 593 (151)

IGM 2,621 40 10 3,428 57 22

18,089 693 (532) 28,559 654 (125)

There has been a decrease in the notional amount outstanding and an

increase in the exposure to credit risk that represents the market value

of those instruments, which are in a gain position. The decrease in the

notional amount for the Corporation and Lifeco is mainly due to six-month

equity put options on the S&P 500 outstanding as of December 31, 2013. See

Note 25 to the Corporation’s 2014 Consolidated Financial Statements for

more information on the type of derivative financial instruments used by the

Corporation and its subsidiaries.

SUMMARY OF CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS

In the preparation of the financial statements, management of the

Corporation and management of its subsidiaries – Lifeco and IGM – are

required to make estimates and assumptions that affect the reported

amounts of assets, liabilities, net earnings and related disclosures.

Significant judgments made by the management of the Corporation and

the management of its subsidiaries and key sources of estimation uncertainty

concern: the entities to be consolidated, insurance and investment contract

liabilities, fair value measurement, investment impairment, goodwill and

intangible assets, income taxes, employee future benefits and deferred

selling commissions. These are described in the notes to the 2014 Consolidated

Financial Statements. There were no changes in the Corporation’s critical

accounting estimates and judgments in the twelve-month period ended

December 31, 2014.

CONSOLIDATIONManagement of the Corporation consolidates all subsidiaries and entities in

which it is determined that the Corporation has control. Control is evaluated

according to the ability of the Corporation to direct the activities of the

subsidiary or other structured entities in order to derive variable returns.

Management of the Corporation and each of its subsidiaries apply judgment

to determine if it has control of the investee when it has less than a majority

of the voting rights.

INSURANCE AND INVESTMENT CONTRACT LIABILITIESInsurance and investment contract liabilities represent the amounts

required, in addition to future premiums and investment income, to provide

for future benefit payments, policyholder dividends, commission and policy

administrative expenses for all insurance and annuity policies in force

with Lifeco. The Appointed Actuaries of Lifeco’s subsidiary companies are

responsible for determining the amount of the liabilities to make appropriate

provisions for Lifeco’s obligations to policyholders. The Appointed Actuaries

determine the insurance and investment contract liabilities using generally

accepted actuarial practices, according to the standards established by the

Canadian Institute of Actuaries. The valuation of insurance contracts uses the

Canadian Asset Liability Method (CALM). This method involves the projection

of future events in order to determine the amount of assets that must be set

aside currently to provide for all future obligations and involves a significant

amount of judgment.

In the computation of insurance contract liabilities, valuation assumptions

have been made regarding rates of mortality and morbidity, investment

returns, levels of operating expenses, rates of policy termination and rates of

utilization of elective policy options or provisions. The valuation assumptions

use best estimates of future experience together with a margin for adverse

deviation. These margins are necessary to provide for possibilities of mis-

estimation and/or future deterioration in the best estimate assumptions

and provide reasonable assurance that insurance contract liabilities

cover a range of possible outcomes. Margins are reviewed periodically for

continued appropriateness.

Additional details regarding these estimates can be found in Note 12 to the

Corporation’s 2014 Consolidated Financial Statements.



FAIR VALUE MEASUREMENTFinancial instrument carrying values necessarily reflect the prevailing market

liquidity and the liquidity premiums embedded in the market pricing methods

the Corporation and its subsidiaries rely upon. The following is a description

of the methodologies used to determine fair value.

a) Bonds at fair value through profit or loss and available for sale

Fair values for bonds classified at fair value through profit or loss or

available for sale are determined with reference to quoted market bid

prices primarily provided by third-party independent pricing sources. The

Corporation and its subsidiaries maximize the use of observable inputs and

minimize the use of unobservable inputs when measuring fair value. The

Corporation and its subsidiaries obtain quoted prices in active markets,

when available, for identical assets at the balance sheet date to measure

bonds at fair value in its fair value through profit or loss and available-for-

sale portfolios. Where prices are not quoted in a normally active market,

fair values are determined by valuation models.

The Corporation and its subsidiaries estimate the fair value of bonds

not traded in active markets by referring to actively traded securities

with similar attributes, dealer quotations, matrix pricing methodology,

discounted cash flow analyses and/or internal valuation models. This

methodology considers such factors as the issuer’s industry, the security’s

rating, term, coupon rate and position in the capital structure of the issuer,

as well as yield curves, credit curves, prepayment rates and other relevant

factors. For bonds that are not traded in active markets, valuations are

adjusted to reflect illiquidity, and such adjustments are generally based on

available market evidence. In the absence of such evidence, management’s

best estimate is used.

b) Shares at fair value through profit or loss and available for sale

Fair values for publicly traded shares are generally determined by the last

bid price for the security from the exchange where it is principally traded.

Fair values for shares for which there is no active market are determined

by discounting expected future cash flows. The Corporation and its

subsidiaries maximize the use of observable inputs and minimize the use

of unobservable inputs when measuring fair value. The Corporation and

its subsidiaries obtain quoted prices in active markets, when available,

for identical assets at the balance sheets dates to measure shares at fair

value in its fair value through profit or loss and available-for-sale portfolios.

c) Mortgage loans and bonds classified as loans and receivables

For disclosure purposes only, fair values for bonds, and mortgage loans,

classified as loans and receivables, are determined by discounting expected

future cash flows using current market rates. Valuation inputs typically

include benchmark yields and risk-adjusted spreads based on current

lending activities and market activity.

d) Investment properties

Fair values for investment properties are determined using independent

qualified appraisal services and include Lifeco management adjustments

for material changes in property cash flows, capital expenditures or

general market conditions in the interim period between appraisals.

The determination of the fair value of investment property requires

the use of estimates including future cash flows (such as future leasing

assumptions, rental rates, capital and operating expenditures) and

discount, reversionary and overall capitalization rates applicable to

the asset based on current market conditions. Investment properties

under construction are valued at fair value if such values can be reliably

determined; otherwise, they are recorded at cost.

INVESTMENT IMPAIRMENTInvestments are reviewed regularly on an individual basis to determine

impairment status. The Corporation and its subsidiaries consider various

factors in the impairment evaluation process, including, but not limited to,

the financial condition of the issuer, specific adverse conditions affecting

an industry or region, decline in fair value not related to interest rates,

bankruptcy or defaults, and delinquency in payments of interest or principal.

Investments are deemed to be impaired when there is no longer reasonable

assurance of collection. The fair value of an investment is not a definitive

indicator of impairment, as it may be significantly influenced by other factors,

including the remaining term to maturity and liquidity of the asset. However,

market price is taken into consideration when evaluating impairment.

For impaired mortgage loans, and bonds classified as loans and receivables,

provisions are established or impairments recorded to adjust the carrying

value to the net realizable amount. Wherever possible the fair value of

collateral underlying the loans or observable market price is used to establish

net realizable value. For impaired available-for-sale bonds, the accumulated

loss recorded in other comprehensive income is reclassified to net investment

income. Impairments on available-for-sale debt instruments are reversed if

there is objective evidence that a permanent recovery has occurred. All gains

and losses on bonds, mortgage loans and shares classified or designated as fair

value through profit or loss are already recorded in net earnings, therefore, a

reduction due to impairment of these assets will be recorded in net earnings.

As well, when determined to be impaired, interest is no longer accrued and

previous interest accruals are reversed. Impairment losses on available-for-

sale shares are recorded if the loss is significant or prolonged and subsequent

losses are recorded in net earnings.

Fair value movement on the assets supporting insurance contract liabilities

is a major factor in the movement of insurance contract liabilities. Changes

in the fair value of bonds designated or classified as fair value through

profit or loss that support insurance contract liabilities are largely offset by

corresponding changes in the fair value of liabilities, except when the bond

has been deemed impaired.

GOODWILL AND INTANGIBLES IMPAIRMENT TESTINGGoodwill and indefinite life intangible assets are tested for impairment

annually or more frequently if events indicate that impairment may have

occurred. Intangible assets that were previously impaired are reviewed

at each reporting date for evidence of reversal. In the event that certain

conditions have been met, the Corporation would be required to reverse the

impairment charge or a portion thereof.

Goodwill and indefinite life intangible assets have been allocated to groups

of cash generating units (CGU), representing the lowest level that the assets

are monitored for internal reporting purposes. Goodwill and indefinite life

intangible assets are tested for impairment by comparing the carrying value

of the groups of CGU to the recoverable amount to which the goodwill has

been allocated. Intangible assets are tested for impairment by comparing the

asset’s carrying value to its recoverable amount.

An impairment loss is recognized for the amount by which the asset’s carrying

amount exceeds its recoverable amount.

The recoverable amount is the higher of the asset’s fair value less cost of

disposal or value in use, which is calculated using the present value of

estimated future cash flows expected to be generated.


INCOME TAXESThe income tax expense for the period represents the sum of current income

tax and deferred income tax. Income tax is recognized as an expense or

income in the statements of earnings except to the extent that it relates to

items that are not recognized in the statements of earnings (whether in other

comprehensive income or directly in equity), in which case the income tax is

also recognized in other comprehensive income or directly in equity.

CURRENT INCOME TAXCurrent income tax is based on taxable income for the year. Current tax

liabilities (assets) for the current and prior periods are measured at the

amount expected to be paid to (recovered from) the taxation authorities using

the rates that have been enacted or substantively enacted at the balance

sheet date. Current tax assets and current tax liabilities are offset, if a legally

enforceable right exists to offset the recognized amounts and the entity

intends either to settle on a net basis, or to realize the assets and settle the

liabilities simultaneously.

A provision for tax uncertainties which meets the probable threshold for

recognition is measured based on the probability weighted average approach.

DEFERRED INCOME TAXDeferred income tax is the tax expected to be payable or recoverable on

differences arising between the carrying amounts of assets and liabilities

in the financial statements and the corresponding tax basis used in the

computation of taxable income and on unused tax attributes and is accounted

for using the balance sheet liability method. Deferred tax liabilities are

generally recognized for all taxable temporary differences and deferred tax

assets are recognized to the extent that it is probable that future taxable

profits will be available against which deductible temporary differences and

unused tax attributes can be utilized.

Deferred tax assets and liabilities are measured at the tax rates expected to

apply in the year when the asset is realized or the liability is settled, based on

tax rates and tax laws that have been enacted or substantively enacted at the

balance sheet date. Deferred tax assets and deferred tax liabilities are offset,

if a legally enforceable right exists to net current tax assets against current

tax liabilities and the deferred taxes relate to the same taxable entity and the

same taxation authority.

The carrying amount of deferred tax assets is reviewed at each balance sheet

date and reduced to the extent that it is no longer probable that sufficient

future taxable profits will be available to allow all or part of the deferred

tax asset to be utilized. Unrecognized deferred tax assets are reassessed at

each balance sheet date and are recognized to the extent that it has become

probable that future taxable profits will allow the deferred tax asset to

be recovered.

Deferred tax liabilities are recognized for taxable temporary differences

arising on investments in the subsidiaries, jointly controlled corporations and

associates, except where the group controls the timing of the reversal of the

temporary differences and it is probable that the temporary differences will

not reverse in the foreseeable future.

PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITSThe Corporation and its subsidiaries maintain funded defined benefit pension

plans for certain employees and advisors, unfunded supplementary employee

retirement plans for certain employees, and unfunded post-employment

health, dental and life insurance benefits to eligible employees, advisors

and their dependants. The Corporation’s subsidiaries also maintain defined

contribution pension plans for eligible employees and advisors. The defined

benefit pension plans provide pensions based on length of service and final

average earnings.

The cost of the defined benefit plans earned by eligible employees and advisors

is actuarially determined using the projected unit credit method prorated

on service based upon management of the Corporation and its subsidiaries’

assumptions about discount rates, compensation increases, retirement ages

of employees, mortality and expected health care costs. Any changes in these

assumptions will impact the carrying amount of defined benefits obligations.

The Corporation and its subsidiaries’ accrued benefit liability in respect of

defined benefit plans is calculated separately for each plan by discounting the

amount of the benefit that employees have earned in return for their service

in current and prior periods and deducting the fair value of any plan assets.

The Corporation and its subsidiaries determine the net interest component

of the pension expense for the period by applying the discount rate used to

measure the accrued benefit liability at the beginning of the annual period to

the net accrued benefit liability. The discount rate used to value liabilities is

determined using a yield curve of AA-rated corporate debt securities.

If the plan benefits are changed, or a plan is curtailed, any past service costs or

curtailment gains or losses are recognized immediately in net earnings. Net

interest costs, current service costs, past service costs and curtailment gains

or losses are included in operating and administrative expenses.

Remeasurements arising from defined benefit plans represent actuarial

gains and losses, and the actual return on plan assets, less interest calculated

at the discount rate and changes in the asset ceiling. Remeasurements are

recognized immediately through other comprehensive income and are not

reclassified to net earnings.

The accrued benefit asset (liability) represents the plan surplus (deficit).

Payments to the defined contribution plans are expensed as incurred.

DEFERRED SELLING COMMISSIONSCommissions paid by IGM on the sale of certain mutual fund products are

deferred and amortized over a maximum period of seven years. IGM regularly

reviews the carrying value of deferred selling commissions with respect to

any events or circumstances that indicate impairment. Among the tests

performed by IGM to assess recoverability is the comparison of the future

economic benefits derived from the deferred selling commission asset in

relation to its carrying value. At December 31, 2014, there were no indications

of impairment to deferred selling commissions.



CHANGES IN ACCOUNTING POLICIES

On January 1, 2014, the Corporation and its subsidiaries adopted the following amendments and interpretation: IAS 32, Financial Instruments: Presentation, IAS 36,

Impairment of Assets, IAS 39, Financial Instruments: Recognition and Measurement and IFRIC 21, Levies. The adoption of these amendments and interpretation did

not have a significant impact on the Corporation’s financial statements.

FUTURE ACCOUNTING CHANGES

The Corporation and its subsidiaries continuously monitor the potential

changes proposed by the International Accounting Standards Board (IASB)

and analyze the effect that changes in the standards may have on their

consolidated financial statements when they become effective.

IFRS 4 — INSURANCE CONTRACTSIn June 2013, the IASB issued a revised IFRS 4, Insurance Contracts exposure

draft proposing changes to the accounting standard for insurance contracts.

The IASB continues to deliberate the proposals in this exposure draft. The

proposed standard differs significantly from Lifeco’s current accounting and

actuarial practices under the Canadian Asset Liability Method (CALM) and is

expected to produce more volatile financial results.

Lifeco is actively monitoring developments in this area; it will continue

to measure insurance contract liabilities under current accounting and

actuarial policies, including CALM, until a new IFRS for insurance contract

measurement is issued and effective.

IFRS 9 — FINANCIAL INSTRUMENTSIn July 2014, the IASB issued a final version of IFRS 9, Financial Instruments

to replace IAS 39, Financial Instruments: Recognition and Measurement, the

current standard for accounting for financial instruments. The standard was

completed in three separate phases:

> Classification and measurement: this phase requires that financial assets

be classified at either amortized cost or fair value on the basis of the entity’s

business model for managing the financial assets and the contractual cash

flow characteristics of the financial assets.

> Impairment methodology: this phase replaces the current incurred loss

model for impairment of financial assets with an expected loss model.

> Hedge accounting: this phase replaces the current rule-based hedge

accounting requirements in IAS 39 with guidance that more closely aligns

the accounting with an entity’s risk management activities.

The standard will be effective January 1, 2018. The Corporation and its

subsidiaries are evaluating the impact of the adoption of this standard.

IFRS 15 — REVENUE FROM CONTRACTS WITH CUSTOMERSIn May 2014, the IASB issued IFRS 15 – Revenue from Contracts with Customers,

which provides a single model for entities to use in accounting for revenue

arising from contracts with customers. The model requires an entity to

recognize revenue as the goods or services are transferred to customers in

an amount that reflects the expected consideration. The revenue recognition

requirements in IFRS 15 do not apply to the revenue arising from insurance

contracts, leases and financial instruments.

The standard will be effective January 1, 2017. The Corporation and its

subsidiaries are evaluating the impact of the adoption of this standard.

DISCLOSURE CONTROLS AND PROCEDURES

Based on their evaluations as of December 31, 2014, the Chief Executive Officer and Chief Financial Officer have concluded that the Corporation’s disclosure

controls and procedures were effective as at December 31, 2014.

INTERNAL CONTROL OVER FINANCIAL REPORTING

The Corporation’s internal control over financial reporting is designed to

provide reasonable assurance regarding the reliability of financial reporting

and that the preparation of financial statements for external purposes is

in accordance with IFRS. The Corporation’s management is responsible

for establishing and maintaining effective internal control over financial

reporting. All internal control systems have inherent limitations and may

become ineffective because of changes in conditions. Therefore, even those

systems determined to be effective can provide only reasonable assurance

with respect to financial statement preparation and presentation.

The Corporation’s management, under the supervision of the Chief Executive

Officer and the Chief Financial Officer, has evaluated the effectiveness of the

Corporation’s internal control over financial reporting as at December 31,

2014, based on the Internal Control – Integrated Framework (COSO 2013

Framework) published by The Committee of Sponsoring Organizations of

the Treadway Commission. The Corporation transitioned to the COSO 2013

Framework during 2014. Based on such evaluation, the Chief Executive Officer

and the Chief Financial Officer have concluded that the Corporation’s internal

control over financial reporting was effective as at December 31, 2014.

There have been no changes in the Corporation’s internal control over financial

reporting during the three-month period ended December 31, 2014 that

have materially affected, or are reasonably likely to materially affect, the

Corporation’s internal control over financial reporting.


SELECTED ANNUAL INFORMATION

FOR THE YEARS ENDED DECEMBER 31 2014 2013 2012

Total revenue [1] 41,775 28,830 32,934

Operating earnings attributable to common shareholders [2, 3] 2,105 1,708 1,678

per share – basic 2.96 2.40 2.37

Net earnings attributable to common shareholders [2] 2,136 1,896 1,618

per share – basic 3.00 2.67 2.29

per share – diluted 3.00 2.63 2.27

Consolidated assets [1, 2] 373,843 341,682 268,428

Total financial liabilities [1, 2] 16,124 14,885 12,138

Debentures and debt instruments 6,887 7,275 5,817

Shareholders’ equity [1] 17,019 15,993 13,451

Book value per share [1] 20.29 18.61 15.79

Number of common shares outstanding [millions] 711.7 711.2 709.1

Dividends per share [declared]

Common shares 1.4000 1.4000 1.4000

First preferred shares

Series A 0.5250 0.5250 0.5250

Series D 1.3750 1.3750 1.3750

Series E 1.3125 1.3125 1.3125

Series F 1.4750 1.4750 1.4750

Series H 1.4375 1.4375 1.4375

Series I 1.5000 1.5000 1.5000

Series K 1.2375 1.2375 1.2375

Series L 1.2750 1.2750 1.2750

Series O 1.4500 1.4500 1.4500

Series P 1.1000 1.1000 1.1000

Series R [4] 1.3750 1.3750 1.2837

Series S [5] 1.2000 1.1006

Series T [6] 1.1902


[2] The 2012 figures have been restated for the retroactive impact of new and revised IFRS standards during 2013, most notably IAS 19R, Employee Benefits and IFRS 10, Consolidated Financial Statements.

[3] Operating earnings and operating earnings per share are non-IFRS financial measures. For a definition of these non-IFRS financial measures, please refer to the “Basis of Presentation – Non-IFRS Financial Measures and Presentation” section of this Review of Financial Performance.

[4] Issued in February 2012.

[5] Issued in February 2013. The first dividend payment was made in April 30, 2013, in the amount of $0.2006 per share.

[6] Issued in December 2013. The first dividend payment was made on April 30, 2014 in the amount of $0.4027 per share. Regular annual dividend is $1.0500 per share.



CONSOLIDATED BALANCE SHEETS

DECEMBER 31 [IN MILLIONS OF CANADIAN DOLL ARS]

2014 2013[NOTE 33]

ASSETS

Cash and cash equivalents [Note 4] 3,989 4,344

Investments [Note 5]

Bonds 103,636 90,329

Mortgage loans 27,565 24,915

Shares 7,317 8,046

Investment properties 4,613 4,288

Loans to policyholders 7,711 7,332

150,842 134,910

Funds held by ceding insurers [Note 6] 12,154 10,832

Reinsurance assets [Note 12] 5,151 5,070

Investments in jointly controlled corporations and associates [Note 7] 2,677 2,664

Owner-occupied properties and capital assets [Note 8] 986 925

Derivative financial instruments [Note 25] 693 654

Other assets [Note 9] 6,032 5,907

Deferred tax assets [Note 16] 1,707 1,211

Intangible assets [Note 10] 5,497 5,281

Goodwill [Note 10] 9,149 9,105

Investments on account of segregated fund policyholders [Note 11] 174,966 160,779

Total assets 373,843 341,682

LIABILITIES

Insurance contract liabilities [Note 12] 145,198 131,174

Investment contract liabilities [Note 12] 857 889

Obligation to securitization entities [Note 13] 6,754 5,572

Debentures and debt instruments [Note 14] 6,887 7,275

Derivative financial instruments [Note 25] 1,225 779

Other liabilities [Note 15] 7,293 7,061

Deferred tax liabilities [Note 16] 1,761 1,219

Insurance and investment contracts on account of segregated fund policyholders [Note 11] 174,966 160,779

Total liabilities 344,941 314,748

EQUITY

Stated capital [Note 17]

Perpetual preferred shares 2,580 2,755

Common shares 743 721

Retained earnings 13,164 12,085

Reserves 532 432

Total shareholders’ equity 17,019 15,993

Non-controlling interests [Note 19] 11,883 10,941


Total liabilities and equity 373,843 341,682

Approved by the Board of Directors

Signed, Signed,

Raymond Royer R. Jeffrey Orr

Director Director


CONSOLIDATED STATEMENTS OF EARNINGS

FOR THE YEARS ENDED DECEMBER 31[IN MILLIONS OF CANADIAN DOLL ARS, EXCEPT PER SHARE AMOUNTS] 2014 2013

REVENUES

Premium income

Gross premiums written 24,686 23,441

Ceded premiums (3,464) (3,205)

Total net premiums 21,222 20,236

Net investment income [Note 5]

Regular net investment income 6,038 5,635

Change in fair value through profit or loss 7,525 (2,974)

13,563 2,661

Fee income 6,990 5,933

Total revenues 41,775 28,830

EXPENSES

Policyholder benefits

Insurance and investment contracts

Gross 19,363 18,464

Ceded (1,928) (1,744)

17,435 16,720

Policyholder dividends and experience refunds 1,496 1,371

Change in insurance and investment contract liabilities 10,229 (280)

Total paid or credited to policyholders 29,160 17,811

Commissions 2,901 2,590

Operating and administrative expenses [Note 22] 5,162 4,474

Financing charges [Note 23] 413 400

Total expenses 37,636 25,275

4,139 3,555

Share of earnings of investments in jointly controlled corporations and associates [Note 7] 211 134

Earnings before income taxes 4,350 3,689

Income taxes [Note 16] 834 678

Net earnings 3,516 3,011

Attributable to

Non-controlling interests [Note 19] 1,248 984

Perpetual preferred shareholders 132 131

Common shareholders 2,136 1,896

3,516 3,011

Earnings per common share [Note 28]

Net earnings attributable to common shareholders

– Basic 3.00 2.67

– Diluted 3.00 2.63


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31[IN MILLIONS OF CANADIAN DOLL ARS]

2014 2013[NOTE 33]

Net earnings 3,516 3,011

Other comprehensive income (loss)

Items that may be reclassified subsequently to net earnings

Net unrealized gains (losses) on available-for-sale assets

Unrealized gains (losses) 313 (156)

Income tax (expense) benefit (62) 35

Realized (gains) losses transferred to net earnings (52) (70)

Income tax expense (benefit) 10 15

209 (176)

Net unrealized gains (losses) on cash flow hedges

Unrealized gains (losses) (110) (85)

Income tax (expense) benefit 42 33

Realized (gains) losses transferred to net earnings 2 2

Income tax expense (benefit) (1) (1)

(67) (51)

Net unrealized foreign exchange gains (losses) on translation of foreign operations

Unrealized gains (losses) on translation arising during the year 543 847

Unrealized gains (losses) on euro debt designated as hedge of net assets of foreign operations 35 (52)

578 795

Share of other comprehensive income (losses) of jointly controlled corporations and associates (86) 251

Total – items that may be reclassified 634 819

Items that will not be reclassified subsequently to net earnings

Actuarial gains (losses) on defined benefit pension plans (601) 633

Income tax (expense) benefit 150 (174)

Share of other comprehensive income (losses) of jointly controlled corporations and associates (31) 23

Total – items that will not be reclassified (482) 482

Other comprehensive income 152 1,301

Total comprehensive income 3,668 4,312

Attributable to

Non-controlling interests 1,347 1,295

Perpetual preferred shareholders 132 131

Common shareholders 2,189 2,886

3,668 4,312



CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

STATED CAPITAL RESERVES

FOR THE YEAR ENDED DECEMBER 31, 2014[IN MILLIONS OF CANADIAN DOLL ARS]

PERPETUAL PREFERRED

SHARESCOMMON

SHARESRETAINED

EARNINGSSHARE-BASED

COMPENSATION

OTHER COMPREHENSIVE

INCOME [NOTE 27] TOTAL

NON- CONTROLLING

INTERESTSTOTAL

EQUIT Y

Balance, beginning of year 2,755 721 12,085 95 337 432 10,941 26,934

Net earnings – – 2,268 – – – 1,248 3,516

Other comprehensive income – – – – 53 53 99 152

Total comprehensive income – – 2,268 – 53 53 1,347 3,668

Redemption of preferred shares (175) – – – – – – (175)

Dividends to shareholders

Common shares – – (996) – – – – (996)

Perpetual preferred shares – – (132) – – – – (132)

Dividends to non-controlling interests – – – – – – (693) (693)

Share-based compensation – – – 35 – 35 15 50

Stock options exercised – 22 – (11) – (11) (4) 7

Effects of changes in ownership, capital and other – – (61) 23 – 23 277 239

Balance, end of year 2,580 743 13,164 142 390 532 11,883 28,902

STATED CAPITAL RESERVES

FOR THE YEAR ENDED DECEMBER 31, 2013[IN MILLIONS OF CANADIAN DOLL ARS]

PERPETUAL PREFERRED

SHARESCOMMON

SHARESRETAINED

EARNINGSSHARE-BASED

COMPENSATION

OTHER COMPREHENSIVE

INCOME [NOTE 27] TOTAL

NON- CONTROLLING

INTERESTSTOTAL

EQUIT Y

Balance, beginning of year 2,255 664 11,201 110 (667) (557) 10,102 23,665

Prior period adjustment [Note 33] – – (119) – 7 7 (46) (158)

Restated balance, beginning of year 2,255 664 11,082 110 (660) (550) 10,056 23,507

Net earnings – – 2,027 – – – 984 3,011

Other comprehensive income – – – – 990 990 311 1,301

Total comprehensive income – – 2,027 – 990 990 1,295 4,312

Issue of perpetual preferred shares 500 – – – – – – 500

Dividends to shareholders

Common shares – – (996) – – – – (996)

Perpetual preferred shares – – (131) – – – – (131)

Dividends to non-controlling interests – – – – – – (685) (685)

Share-based compensation – – – 11 – 11 4 15

Stock options exercised – 57 – (26) – (26) (6) 25

Effects of changes in ownership, capital and other – – 103 – 7 7 277 387

Balance, end of year 2,755 721 12,085 95 337 432 10,941 26,934


CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31[IN MILLIONS OF CANADIAN DOLL ARS] 2014 2013

OPERATING ACTIVITIES

Earnings before income taxes 4,350 3,689

Income tax paid, net of refunds received (660) (426)

Adjusting items

Change in insurance and investment contract liabilities 9,726 (567)

Change in funds held by ceding insurers 428 269

Change in funds held under reinsurance contracts (34) (99)

Change in reinsurance assets (160) 321

Change in fair value through profit or loss (7,525) 2,974

Other 11 (510)

6,136 5,651

FINANCING ACTIVITIES

Dividends paid

By subsidiaries to non-controlling interests (691) (685)

Perpetual preferred shares (132) (128)

Common shares (996) (995)

(1,819) (1,808)

Issue of common shares by the Corporation [Note 17] 17 45

Issue of preferred shares by the Corporation – 500

Redemption of preferred shares by the Corporation [Note 17] (175) –

Issue of common shares by subsidiaries 44 742

Issue of preferred shares by subsidiaries 200 –

Repurchase of common shares by subsidiaries (175) (122)

Redemption of preferred shares by subsidiaries – (230)

Issue of euro-denominated debentures – 659

Changes in debt instruments (446) 183

Change in obligations related to assets sold under repurchase agreements – (225)

Change in obligations to securitization entities 1,185 873

Other 33 1

(1,136) 618

INVESTMENT ACTIVITIES

Bond sales and maturities 27,263 28,776

Mortgage loan repayments 2,525 1,910

Sale of shares 3,171 2,158

Change in loans to policyholders 73 70

Business acquisitions, net of cash and cash equivalents acquired (43) (1,234)

Investment in bonds (31,462) (31,252)

Investment in mortgage loans (4,703) (3,541)

Investment in shares (2,156) (2,048)

Investment in investment properties and other (101) (267)

(5,433) (5,428)

Effect of changes in exchange rates on cash and cash equivalents 78 190

Increase (decrease) in cash and cash equivalents (355) 1,031

Cash and cash equivalents, beginning of year 4,344 3,313

Cash and cash equivalents, end of year 3,989 4,344

NET CASH FROM OPERATING ACTIVITIES INCLUDES

Interest and dividends received 5,479 4,965

Interest paid 533 490



NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTSALL TABULAR AMOUNTS ARE IN MILLIONS OF CANADIAN DOLLARS, UNLESS OTHERWISE NOTED.

NOTE 1 CORPORATE INFORMATION

Power Financial Corporation (Power Financial or the Corporation) is a publicly

listed company (TSX: PWF) incorporated and domiciled in Canada whose

registered address is 751 Victoria Square, Montréal, Québec, Canada, H2Y 2J3.

Power Financial is a diversified international management and holding

company that holds interests, directly or indirectly, in companies in the

financial services sector in Canada, the United States, Europe and Asia.

Through its investment in Pargesa Holding SA, Power Financial also has

substantial holdings based in Europe.

The Consolidated Financial Statements of Power Financial for the year ended

December 31, 2014 were approved by its Board of Directors on March 18, 2015.

The Corporation is controlled by Power Corporation of Canada.

NOTE 2 BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The financial statements of Power Financial at December 31, 2014 have

been prepared in accordance with International Financial Reporting

Standards (IFRS).

Effective January 1, 2014, the Corporation adopted the guidance in the

following amendments and interpretations: IAS 32, Financial Instrument:

Presentation, IAS 36, Impairment of Assets, IAS 39, Financial Instruments:

Recognition and Measurement and IFRIC 21, Levies. The adoption of the

amendments and interpretations did not have a significant impact on the

Corporation’s financial statements.

BASIS OF PRESENTATIONThe financial statements include the accounts of Power Financial and all

its subsidiaries on a consolidated basis after elimination of intercompany

transactions and balances. Subsidiaries are entities the Corporation controls

which means that the Corporation has power over the entity, it is exposed, or

has rights, to variable returns from its involvement and has the ability to affect

those returns through its use of power over the entity. Subsidiaries of the

Corporation are consolidated from the date of acquisition, being the date on

which the Corporation obtains control, and continue to be consolidated until

the date that such control ceases. The Corporation will reassess whether or

not it controls an entity if facts and circumstances indicate there are changes

to one or more of the elements of control listed above.

The principal subsidiaries of the Corporation, whose accounts are included

on a consolidated basis, are:

> Great-West Lifeco Inc., a public company (direct interest of 67.2% (2013 –

67.0%)), whose major operating subsidiary companies are The Great-West

Life Assurance Company, Great-West Life & Annuity Insurance Company,

London Life Insurance Company, The Canada Life Assurance Company, Irish

Life Group Limited and Putnam Investments, LLC.

> IGM Financial Inc., a public company (direct interest of 58.8% (2013 – 58.6%)),

whose major operating subsidiary companies are Investors Group Inc. and

Mackenzie Financial Corporation.

> The Great-West Life Assurance Company holds 3.7% (2013 – 3.6%) of the

common shares of IGM Financial Inc., and IGM Financial Inc. holds 4.0%

(2013 – 4.0%) of the common shares of Great-West Lifeco Inc.

These financial statements of Power Financial include the results of

Great-West Lifeco Inc. and IGM Financial Inc. on a consolidated basis; the

amounts shown in the consolidated balance sheets, consolidated statements

of earnings, consolidated statements of comprehensive income, consolidated

statements of changes in equity and consolidated statements of cash flows

are based upon the publicly disclosed consolidated financial statements of

Great-West Lifeco Inc. and IGM Financial Inc., both as at and for the year ended

December 31, 2014, and the comparative year. The notes to Power Financial’s

financial statements are based upon the notes to the financial statements

of Great-West Lifeco Inc. and IGM Financial Inc.

Jointly controlled corporations are entities in which unanimous consent is

required for decisions relating to relevant activities. Associates are entities

in which the Corporation exercises significant influence over the entity’s

operating and financial policies, without exercising control or joint control.

Investments in jointly controlled corporations and associates are accounted

for using the equity method. Under the equity method, the share of net

earnings, other comprehensive income and the changes in equity of the jointly

controlled corporations and associates are recognized in the statements of

earnings, statements of comprehensive income and statements of changes

in equity, respectively.

The Corporation holds a 50% (2013 – 50%) interest in Parjointco N.V.,

a jointly controlled corporation that is considered to be a joint venture.

Parjointco holds a 55.5% (2013 – 55.6%) equity interest in Pargesa Holding SA.

Accordingly, the Corporation accounts for its investment in Parjointco using

the equity method.

The following abbreviations are used throughout this report: Power

Corporation of Canada (Power Corporation); Great-West Life & Annuity

Insurance Company (Great-West Financial or Great-West Life & Annuity);

Great-West Lifeco Inc. (Lifeco); IGM Financial Inc. (IGM or IGM Financial);

Investors Group Inc. (Investors Group); Irish Life Group Limited (Irish

Life); London Life Insurance Company (London Life); Mackenzie Financial

Corporation (Mackenzie); Pargesa Holding SA (Pargesa); Parjointco N.V.

(Parjointco); Putnam Investments, LLC (Putnam); The Canada Life Assurance

Company (Canada Life); The Great-West Life Assurance Company (Great-West

Life); International Financial Reporting Standards (IFRS).

USE OF SIGNIFICANT JUDGMENTS , ESTIMATES AND ASSUMPTIONSIn the preparation of the financial statements, management of the

Corporation and its subsidiaries are required to make estimates and

assumptions that affect the reported amounts of assets, liabilities, net

earnings and related disclosures. Significant judgments have been made and

key sources of estimation uncertainty have been made in certain areas, and

are discussed throughout the notes in these financial statements, including:

> Management consolidates all subsidiaries and entities which it is

determined that the Corporation has control. Control is evaluated

according to the ability of the Corporation to direct the activities of the

subsidiary or other structured entities in order to derive variable returns.

Management applies judgment to determine if it has control of the

investee when it has less than a majority of the voting rights.

> The actuarial assumptions made by management of Lifeco, include

policyholder behaviour, mortality and morbidity of policyholders, which

are used in the valuation of insurance and investment contract liabilities in

accordance with the Canadian Asset Liability Method (Note 12).


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

> Management of Lifeco uses judgment to evaluate the classification

of insurance and reinsurance contracts to determine whether these

arrangements should be accounted for as insurance, investment or

service contracts.

> The actuarial assumptions used in determining the expense and defined

benefit obligations for the Corporation and its subsidiaries’ pension plans

and other post-employment benefits. Management of the Corporation and

its subsidiaries review previous experience of its plan members and market

conditions, including interest rates and inflation rates, in evaluating the

assumptions used in determining the expense (Note 24).

> Management of the Corporation and of its subsidiaries evaluate the

synergies and future benefits for initial recognition and measurement

of goodwill and intangible assets, as well as testing for impairment. The

determination of the carrying value and recoverable amount of the cash

generating units (to which goodwill and intangible assets are assigned

to) relies upon the use of forecasts of future financial results and other key

assumptions (Note 10).

> Cash generating units for which goodwill has been assigned to, have been

determined by management of the Corporation and of its subsidiaries

as the lowest level at which goodwill is monitored for internal reporting

purposes. Management of the Corporation and of its subsidiaries use

judgment in determining the lowest level of monitoring (Note 10).

> The Corporation and its subsidiaries operate within various tax jurisdictions

where significant management judgments and estimates are required

when interpreting the relevant tax laws, regulations and legislation in the

determination of the Corporation and of its subsidiaries’ tax provisions and

the carrying amounts of its tax assets and liabilities (Note 16).

> In the determination of the fair value of f inancial instruments,

management of the Corporation and its subsidiaries exercise judgment in

the determination of fair value inputs, particularly those items categorized

within Level 3 of the fair value hierarchy including the significant observable

inputs used in measuring investment properties (Note 26).

> Legal and other provisions are recognized resulting from a past event which,

in the judgment of management of the Corporation and its subsidiaries,

has resulted in a probable outflow of economic resources which would

be passed onto a third party to settle the obligation. Management of the

Corporation and its subsidiaries use judgment to evaluate the possible

outcomes and risks and determine the best estimate of the provision at

the balance sheet date (Note 30).

> Management of Lifeco uses independent qualified appraisal services

which include judgments and estimates. These appraisals are adjusted by

applying management judgments and estimates for material changes in

property cash flows, capital expenditures or general market conditions in

determining the fair value of investment properties (Note 5).

> The determination by IGM’s management of whether securitized

mortgages are derecognized is based on the extent to which the risk and

rewards of ownership are transferred (Note 13).

> The determination by IGM’s management of the estimated useful lives of

deferred selling commissions (Note 10).

> In the consolidated statements of cash flows, purchases and sales of

portfolio investments are recorded within investment activities due to

the long-term nature of these investing activities.

> Management of Lifeco uses judgments, such as the risks and benefits

associated with the transaction that are used in determining whether

Lifeco retains the primar y obligation with a client in sub-advisor

arrangements. Where Lifeco retains the risks and benefits, revenue and

expenses are recorded on a gross basis.

> The results reflect judgments of management of the Corporation and its

subsidiaries regarding the impact of prevailing global credit, equity and

foreign exchange market conditions.

REVENUE RECOGNITIONInterest income is accounted for on an accrual basis using the effective interest

method for bonds and mortgage loans. Dividend income is recognized

when the right to receive payment is established. This is the ex-dividend

date for listed stocks and usually the notification date or date when the

shareholders have approved the dividend for private equity instruments.

Interest income and dividend income are recorded in net investment income

in the Consolidated Statements of Earnings (statements of earnings).

LIFECOPremiums for all types of insurance contracts and contracts with limited

mortality or morbidity risk are generally recognized as revenue when due

and collection is reasonably assured.

Investment property income includes rents earned from tenants under lease

agreements and property tax and operating cost recoveries. Rental income

leases with contractual rent increases and rent-free periods are recognized

on a straight-line basis over the term of the lease.

Fee income primarily includes fees earned from the management of

segregated fund assets, proprietary mutual fund assets, fees earned on

administrative services only for Group health contracts and fees earned

from management services. Fee income is recognized when the service is

performed, the amount is collectible and can be reasonably estimated.

Lifeco has sub-advisor arrangements where Lifeco retains the primary

obligation with the client. As a result, fee income earned is reported on a gross

basis, with the corresponding sub-advisor expense recorded in operating and

administrative expenses.

IGM FINANCIALManagement fees are based on the net asset value of the investment fund

or other assets under management and are recognized on an accrual basis

as the service is performed. Administration fees are also recognized on an

accrual basis as the service is performed. Distribution fees derived from

investment fund and securities transactions are recognized on a trade-

date basis. Distribution fees derived from insurance and other financial

services transactions are recognized on an accrual basis. These management,

administration and distribution fees are included in fee income in the

statements of earnings.

CASH AND CASH EQUIVALENTSCash and cash equivalents include cash, current operating accounts,

overnight bank and term deposits with original maturities of three months

or less, and fixed income securities with an original term to maturity of three

months or less.

INVESTMENTSInvestments include bonds, mortgage loans, shares, investment properties,

and loans to policyholders of Lifeco. Investments are classified as either fair

value through profit or loss, available for sale, held to maturity, loans and

receivables, or non-financial instruments based on management’s intention

relating to the purpose and nature of the instruments or the characteristics

of the investments. The Corporation and its subsidiaries currently have not

classified any investments as held to maturity.

Investments in bonds (including fixed income securities), mortgage loans and

shares normally actively traded on a public market are either designated or

classified as fair value through profit or loss or classified as available for sale

and are recorded on a trade-date basis.

NOTE 2 BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


A financial asset is designated as fair value through profit or loss on initial

recognition if it eliminates or significantly reduces an accounting mismatch.

For Lifeco, changes in the fair value of financial assets designated as fair

value through profit or loss are generally offset by changes in insurance

contract liabilities, since the measurement of insurance contract liabilities is

determined with reference to the assets supporting the liabilities.

A financial asset is classified as fair value through profit or loss on initial

recognition if it is part of a portfolio that is actively traded for the purpose of

earning investment income.

Fair value through profit or loss investments are recognized at fair value on

the balance sheets with realized and unrealized gains and losses reported in

the statements of earnings. Available-for-sale investments are recognized at

fair value on the balance sheets with unrealized gains and losses recorded in

other comprehensive income. Realized gains and losses are reclassified from

other comprehensive income and recorded in the statements of earnings

when the available-for-sale investment is sold or impaired.

Investments in mortgage loans and bonds not normally actively traded

on a public market are classified as loans and receivables and are carried

at amortized cost net of any allowance for credit losses. Impairments and

realized gains and losses on the sale of investments classified as loans

and receivables are recorded in net investment income in the statements

of earnings.

Investment properties are real estate held to earn rental income or for

capital appreciation. Investment properties are initially measured at cost

and subsequently carried at fair value on the balance sheets. All changes

in fair value are recorded as net investment income in the statements of

earnings. Properties held to earn rental income or for capital appreciation

that have an insignificant portion that is owner occupied or where there is no

intent to occupy on a long-term basis are classified as investment properties.

Properties that do not meet these criteria are classified as owner-occupied

properties. Property that is leased that would otherwise be classified as

investment property if owned is also included within investment properties.

Loans to policyholders of Lifeco are classified as loans and receivables. Loans

to policyholders are shown at their unpaid principal balance and are fully

secured by the cash surrender values of the policies. The carrying value of

loans to policyholders approximates fair value.

Fair value measurement Financial instrument carrying values necessarily

reflect the prevailing market liquidity and the liquidity premiums embedded

in the market pricing methods the Corporation and its subsidiaries rely

upon. The following is a description of the methodologies used to determine

fair value.

Bonds at fair value through profit or loss and available for sale Fair values for

bonds classified at fair value through profit or loss or available for sale are

determined with reference to quoted market bid prices primarily provided by

third-party independent pricing sources. The Corporation and its subsidiaries

maximize the use of observable inputs and minimize the use of unobservable

inputs when measuring fair value. The Corporation and its subsidiaries obtain

quoted prices in active markets, when available, for identical assets at the

balance sheet date to measure bonds at fair value in its fair value through

profit or loss and available-for-sale portfolios. Where prices are not quoted

in a normally active market, fair values are determined by valuation models.

The Corporation and its subsidiaries estimate the fair value of bonds not

traded in active markets by referring to actively traded securities with similar

attributes, dealer quotations, matrix pricing methodology, discounted cash

flow analyses and/or internal valuation models. This methodology considers

such factors as the issuer’s industry, the security’s rating, term, coupon rate

and position in the capital structure of the issuer, as well as yield curves, credit

curves, prepayment rates and other relevant factors. For bonds that are not

traded in active markets, valuations are adjusted to reflect illiquidity, and such

adjustments are generally based on available market evidence. In the absence

of such evidence, management’s best estimate is used.

Shares at fair value through profit or loss and available for sale Fair values for

publicly traded shares are generally determined by the last bid price for the

security from the exchange where it is principally traded. Fair values for shares

for which there is no active market are determined by discounting expected

future cash flows. The Corporation and its subsidiaries maximize the use

of observable inputs and minimize the use of unobservable inputs when

measuring fair value. The Corporation and its subsidiaries obtain quoted

prices in active markets, when available, for identical assets at the balance

sheets dates to measure shares at fair value in its fair value through profit or

loss and available-for-sale portfolios.

Mortgage loans and bonds classified as loans and receivables For disclosure

purposes only, fair values for bonds and mortgage loans, classified as loans

and receivables, are determined by discounting expected future cash flows

using current market rates. Valuation inputs typically include benchmark

yields and risk-adjusted spreads based on current lending activities and

market activity.

Investment properties Fair values for investment properties are determined

using independent qualified appraisal services and include adjustments by

Lifeco management for material changes in property cash flows, capital

expenditures or general market conditions in the interim period between

appraisals. The determination of the fair value of investment property

requires the use of estimates including future cash flows (such as future

leasing assumptions, rental rates, capital and operating expenditures) and

discount, reversionary and overall capitalization rates applicable to the

asset based on current market conditions. Investment properties under

construction are valued at fair value if such values can be reliably determined;

otherwise, they are recorded at cost.

Impairment Investments are reviewed regularly on an individual basis to

determine impairment status. The Corporation and its subsidiaries consider

various factors in the impairment evaluation process, including, but not

limited to, the financial condition of the issuer, specific adverse conditions

affecting an industry or region, decline in fair value not related to interest

rates, bankruptcy or defaults, and delinquency in payments of interest

or principal.

Investments are deemed to be impaired when there is no longer reasonable

assurance of collection. The fair value of an investment is not a definitive

indicator of impairment, as it may be significantly influenced by other factors,

including the remaining term to maturity and liquidity of the asset. However,

market price is taken into consideration when evaluating impairment.

For impaired mortgage loans, and bonds classified as loans and receivables,

provisions are established or impairments recorded to adjust the carrying

value to the net realizable amount. Wherever possible, the fair value of

collateral underlying the loans or observable market price is used to establish

net realizable value. For impaired available-for-sale bonds, the accumulated

loss recorded in other comprehensive income is reclassified to net investment

income. Impairments on available-for-sale debt instruments are reversed if

there is objective evidence that a permanent recovery has occurred. All gains

and losses on bonds, mortgage loans and shares classified or designated as fair

value through profit or loss are already recorded in net earnings, therefore, a

reduction due to impairment of these assets will be recorded in net earnings.

As well, when determined to be impaired, interest is no longer accrued and

previous interest accruals are reversed. Impairment losses on available-for-

sale shares are recorded if the loss is significant or prolonged and subsequent

losses are recorded in net earnings.




Fair value movement on the assets supporting insurance contract liabilities

is a major factor in the movement of insurance contract liabilities. Changes

in the fair value of bonds designated or classified as fair value through

profit or loss that support insurance contract liabilities are largely offset by

corresponding changes in the fair value of liabilities, except when the bond

has been deemed impaired.

Securities lending Lifeco engages in securities lending through its securities

custodians as lending agents. Loaned securities are not derecognized, and

continue to be reported within investments, as Lifeco retains substantial

risks and rewards and economic benefits related to the loaned securities.

TRANSACTION COSTSTransaction costs are expensed as incurred for financial instruments classified

or designated as fair value through profit or loss. Transaction costs for

financial assets classified as available for sale or loans and receivables are

added to the value of the instrument at acquisition, and taken into net

earnings using the effective interest rate method for those allocated to

loans and receivables. Transaction costs for financial liabilities classified as

other than fair value through profit or loss are deducted from the value of the

instrument issued and taken into net earnings using the effective interest

rate method.

FUNDS HELD BY CEDING INSURERS / FUNDS HELD UNDER REINSURANCE CONTRACTSFunds held by ceding insurers are assets that would normally be paid to

Lifeco but are withheld by the cedant to reduce potential credit risk. Under

certain forms of reinsurance contracts it is customary for the cedant to

retain amounts on a funds-withheld basis supporting the insurance contract

liabilities ceded. For the funds-withheld assets where the underlying asset

portfolio is managed by Lifeco, the credit risk is retained by Lifeco. The funds-

withheld balance where Lifeco assumes the credit risk is measured at the fair

value of the underlying asset portfolio. See Note 6 for funds held by ceding

insurers that are managed by Lifeco. Other funds held by ceding insurers are

general obligations of the cedant and serve as collateral for insurance contract

liabilities assumed from cedants. Funds-withheld assets on these contracts

do not have fixed maturity dates, their release generally being dependent on

the run-off of the corresponding insurance contract liabilities.

On the liability side, funds held under reinsurance contracts consist mainly of

amounts retained by Lifeco from ceded business written on a funds-withheld

basis. Lifeco withholds assets related to ceded insurance contract liabilities

in order to reduce credit risk.

REINSURANCE CONTRACTSLifeco, in the normal course of business, is a user of reinsurance in order

to limit the potential for losses arising from certain exposures and a

provider of reinsurance. Assumed reinsurance refers to the acceptance of

certain insurance risks by Lifeco underwritten by another company. Ceded

reinsurance refers to the transfer of insurance risk, along with the respective

premiums, to one or more reinsurers who will share the risks. To the extent

that assuming reinsurers are unable to meet their obligations, Lifeco remains

liable to its policyholders for the portion reinsured. Consequently, allowances

are made for reinsurance contracts which are deemed uncollectible.

Reinsurance contracts are insurance contracts and undergo the classification

as described within the Insurance and Investment Contract Liabilities section

of this note. Assumed reinsurance premiums, commissions and claim

settlements, as well as the reinsurance assets associated with insurance

and investment contracts, are accounted for in accordance with the terms

and conditions of the underlying reinsurance contract. Reinsurance assets

are reviewed for impairment on a regular basis for any events that may trigger

impairment. Lifeco considers various factors in the impairment evaluation

process, including, but not limited to, collectability of amounts due under the

terms of the contract. The carrying amount of a reinsurance asset is adjusted

through an allowance account with any impairment loss being recorded in

the statements of earnings.

Any gains or losses on buying reinsurance are recognized in the statement

of earnings immediately at the date of purchase in accordance with the

Canadian Asset Liability Method.

Assets and liabilities related to reinsurance are reported on a gross basis in

the balance sheets. The amount of liabilities ceded to reinsurers is estimated

in a manner consistent with the claim liability associated with reinsured risks.

OWNER-OCCUPIED PROPERTIES AND CAPITAL ASSETSOwner-occupied properties and capital assets are carried at cost less

accumulated depreciation and impairments. Depreciation is charged to write

off the cost of assets, using the straight-line method, over their estimated

useful lives, on the following bases:

> Building, owner-occupied properties 10–50 years

> Equipment, furniture and fixtures 3–17 years

> Other capital assets 3–10 years

Depreciation methods, useful lives and residual values are reviewed at least

annually and adjusted if necessary. Capital assets are tested for impairment

whenever events or changes in circumstances indicate that the carrying

amount may not be recoverable.

OTHER ASSETSOther assets include accounts receivable, prepaid expenses, deferred

acquisition costs and miscellaneous other assets which are measured at

amortized cost. Deferred acquisition costs relating to investment contracts

are recognized as assets if the costs are incremental and incurred due to the

contract being issued.

BUSINESS COMBINATIONS , GOODWILL AND INTANGIBLE ASSETSBusiness combinations are accounted for using the acquisition method.

Goodwill represents the excess of purchase consideration over the fair value

of net assets acquired. Following initial recognition, goodwill is measured at

cost less any accumulated impairment losses.

Intangible assets comprise finite life and indefinite life intangible assets. Finite

life intangible assets include the value of technology and software, customer

contract-related and deferred selling commissions. Finite life intangible assets

are tested for impairment whenever events or changes in circumstances

indicate that the carrying value may not be recoverable. Intangible assets

with finite lives are amortized on a straight-line basis over their estimated

useful lives on the following basis: i) technology and software (5 to 10 years)

and ii) customer contract-related (9 to 20 years).

Commissions paid by IGM on the sale of certain mutual funds are deferred and

amortized over their estimated useful lives, not exceeding a period of seven

years. Commissions paid on the sale of deposits are deferred and amortized

over their estimated useful lives, not exceeding a period of five years. When

a client redeems units in mutual funds that are subject to a deferred sales

charge, a redemption fee is paid by the client and is recorded as revenue by

IGM. Any unamortized deferred selling commission asset recognized on the

initial sale of these investment fund units or shares is recorded as a disposal.

IGM regularly reviews the carrying value of deferred selling commissions with

respect to any events or circumstances that indicate impairment. Among

the tests performed by IGM to assess recoverability is the comparison of the

future economic benefits derived from the deferred selling commission asset

in relation to its carrying value.



Indefinite life intangible assets include brands, trademarks and trade names,

some customer contracts, the shareholders’ portion of acquired future

participating account profit and mutual fund management contracts.

Amounts are classified as indefinite life intangible assets when based on

an analysis of all the relevant factors, and when there is no foreseeable limit

to the period over which the asset is expected to generate net cash inflows.

The identification of indefinite life intangible assets is made by reference to

relevant factors such as product life cycles, potential obsolescence, industry

stability and competitive position.

Impairment testing Goodwill and indefinite life intangible assets are tested

for impairment annually or more frequently if events indicate that impairment

may have occurred. Intangible assets that were previously impaired are

reviewed at each reporting date for evidence of reversal. In the event that

certain conditions have been met, the Corporation would be required to

reverse the impairment charge or a portion thereof.

Goodwill and indefinite life intangible assets have been allocated to groups

of cash generating units (CGU), representing the lowest level that the assets

are monitored for internal reporting purposes. Goodwill and indefinite life

intangible assets are tested for impairment by comparing the carrying value

of the groups of CGU to the recoverable amount to which the goodwill has

been allocated. Intangible assets are tested for impairment by comparing the

asset’s carrying amount to its recoverable amount.

An impairment loss is recognized for the amount by which the asset’s carrying

amount exceeds its recoverable amount. The recoverable amount is the

higher of the asset’s fair value less cost of disposal or value in use, which is

calculated using the present value of estimated future cash flows expected

to be generated.

SEGREGATED FUNDSSegregated fund assets and liabilities arise from contracts where all financial

risks associated with the related assets are borne by policyholders and are

presented separately in the balance sheets. The assets and liabilities are

set equal to the fair value of the underlying asset portfolio. Investment

income and changes in fair value of the segregated fund assets are offset by

corresponding changes in the segregated fund liabilities.

INSURANCE AND INVESTMENT CONTRACT LIABILITIESContract classification When significant insurance risk exists, Lifeco’s

products are classified at contract inception as insurance contracts, in

accordance with IFRS 4, Insurance Contracts (IFRS 4). Significant insurance

risk exists when Lifeco agrees to compensate policyholders or beneficiaries

of the contract for specified uncertain future events that adversely affect the

policyholder and whose amount and timing is unknown. Refer to Note 12 for

a discussion of insurance risk.

In the absence of significant insurance risk, the contract is classified as

an investment contract or service contract. Investment contracts with

discretionary participating features are accounted for in accordance with

IFRS 4 and investment contracts without discretionary participating features

are accounted for in accordance with IAS 39, Financial Instruments: Recognition

and Measurement. Lifeco has not classified any contracts as investment

contracts with discretionary participating features.

Investment contracts may be reclassified as insurance contracts after

inception if insurance risk becomes significant. A contract that is classified

as an insurance contract at contract inception remains as such until all rights

and obligations under the contract are extinguished or expire.

Investment contracts are contracts that carry financial risk, which is the

risk of a possible future change in one or more of the following: interest rate,

commodity price, foreign exchange rate, or credit rating. Refer to Note 21 for

a discussion on risk management.

Measurement Insurance contract liabilities represent the amounts

required, in addition to future premiums and investment income, to provide

for future benefit payments, policyholder dividends, commission and policy

administrative expenses for all insurance and annuity policies in force

with Lifeco. The Appointed Actuaries of Lifeco’s subsidiary companies are

responsible for determining the amount of the liabilities to make appropriate

provisions for Lifeco’s obligations to policyholders. The Appointed Actuaries

determine the liabilities for insurance and investment contracts using

generally accepted actuarial practices, according to the standards established

by the Canadian Institute of Actuaries. The valuation uses the Canadian Asset

Liability Method. This method involves the projection of future events in order

to determine the amount of assets that must be set aside currently to provide

for all future obligations and involves a significant amount of judgment.

In the computation of insurance contract liabilities, valuation assumptions

have been made regarding rates of mortality/morbidity, investment

returns, levels of operating expenses, rates of policy termination and

rates of utilization of elective policy options or provisions. The valuation

assumptions use best estimates of future experience together with

a margin for adverse deviation. These margins are necessary to provide

for possibilities of misestimation and/or future deterioration in the best

estimate assumptions and provide reasonable assurance that insurance

contract liabilities cover a range of possible outcomes. Margins are reviewed

periodically for continued appropriateness.

Investment contract liabilities are measured at fair value through profit and

loss, except for certain annuity products measured at amortized cost.

DERECOGNITION OF SECURITIZED MORTGAGESIGM enters into transactions where it transfers financial assets recognized

on its balance sheets. The determination of whether the financial assets

are derecognized is based on the extent to which the risks and rewards of

ownership are transferred.

If substantially all of the risks and rewards of a financial asset are not retained,

IGM derecognizes the financial asset. The gains or losses and the servicing

fee revenue for financial assets that are derecognized are reported in net

investment income in the statements of earnings.

If all or substantially all risks and rewards are retained, the financial assets

are not derecognized and the transactions are accounted for as secured

financing transactions.

OTHER FINANCIAL LIABILITIESDebentures and debt instruments, and capital trust debentures are initially

recorded on the balance sheets at fair value and subsequently carried at

amortized cost using the effective interest rate method with amortization

expense recorded in the statements of earnings. These liabilities are

derecognized when the obligation is cancelled or redeemed.

Accounts payable, current income taxes, and deferred income reserves are

measured at amortized cost. Deferred income reserves are amortized on a

straight-line basis to recognize the initial policy fees over the policy term, not

to exceed 20 years.




REPURCHASE AGREEMENTSLifeco enters into repurchase agreements with third-party broker-dealers in

which Lifeco sells securities and agrees to repurchase substantially similar

securities at a specified date and price. As substantially all of the risks and

rewards of ownership of assets are retained, Lifeco does not derecognize

the assets.

Lifeco accounts for certain forward-settling to-be-announced “TBA” security

transactions as derivatives as it does not regularly accept delivery of such

securities when issued.

PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITSThe Corporation and its subsidiaries maintain funded defined benefit pension

plans for certain employees and advisors, unfunded supplementary employee

retirement plans for certain employees, and unfunded post-employment

health, dental and life insurance benefits to eligible employees, advisors

and their dependants. The Corporation’s subsidiaries also maintain defined

contribution pension plans for eligible employees and advisors.

The defined benefit pension plans provide pensions based on length of service

and final average earnings.

The cost of the defined benefit plans earned by eligible employees and advisors

is actuarially determined using the projected unit credit method prorated

on service, based upon management of the Corporation and its subsidiaries’

assumptions about discount rates, compensation increases, retirement ages

of employees, mortality and expected health care costs. Any changes in these

assumptions will impact the carrying amount of defined benefit obligations.

The Corporation and its subsidiaries’ accrued benefit liability in respect of

defined benefit plans is calculated separately for each plan by discounting the

amount of the benefit that employees have earned in return for their service

in current and prior periods and deducting the fair value of any plan assets.

The Corporation and its subsidiaries determine the net interest component

of the pension expense for the period by applying the discount rate used to

measure the accrued benefit liability at the beginning of the annual period

to the net accrued benefit liability. The discount rate used to value liabilities

is determined using a yield curve of AA corporate debt securities. If the

plan benefits are changed, or a plan is curtailed, any past service costs or

curtailment gains or losses are recognized immediately in net earnings. Net

interest costs, current service costs, past service costs and curtailment gains

or losses are included in operating and administrative expenses.

Remeasurements arising from defined benefit plans represent actuarial

gains and losses, and the actual return on plan assets, less interest calculated

at the discount rate and changes in the asset ceiling. Remeasurements are

recognized immediately through other comprehensive income and are not

reclassified to net earnings.

The accrued benefit asset (liability) represents the plan surplus (deficit) and

is included in other assets or other liabilities.

Payments to the defined contribution plans are expensed as incurred.

INCOME TAXESThe income tax expense for the period represents the sum of current income

tax and deferred income tax. Income tax is recognized as an expense or

income in the statements of earnings, except to the extent that it relates

to items that are not recognized in the statements of earnings (whether in

other comprehensive income or directly in equity), in which case the income

tax is also recognized in other comprehensive income or directly in equity.

Current income tax Current income tax is based on taxable income for

the year. Current tax liabilities (assets) for the current and prior periods are

measured at the amount expected to be paid to (recovered from) the taxation

authorities using the rates that have been enacted or substantively enacted

at the balance sheet date. Current tax assets and current tax liabilities are

offset, if a legally enforceable right exists to offset the recognized amounts

and the entity intends either to settle on a net basis, or to realize the assets

and settle the liabilities simultaneously.

A provision for tax uncertainties which meets the probable threshold for

recognition is measured based on the probability weighted average approach.

Deferred income tax Deferred income tax is the tax expected to be payable

or recoverable on differences arising between the carrying amounts of assets

and liabilities in the financial statements and the corresponding tax basis used

in the computation of taxable income and on unused tax attributes and is

accounted for using the balance sheet liability method. Deferred tax liabilities

are generally recognized for all taxable temporary differences and deferred

tax assets are recognized to the extent that it is probable that future taxable

profits will be available against which deductible temporary differences and

unused tax attributes can be utilized.

Deferred tax assets and liabilities are measured at the tax rates expected to

apply in the year when the asset is realized or the liability is settled, based on

tax rates and tax laws that have been enacted or substantively enacted at the

balance sheet date. Deferred tax assets and deferred tax liabilities are offset,

if a legally enforceable right exists to net current tax assets against current

tax liabilities and the deferred taxes relate to the same taxable entity and the

same taxation authority.

The carrying amount of deferred tax assets is reviewed at each balance sheet

date and reduced to the extent that it is no longer probable that sufficient

future taxable profits will be available to allow all or part of the deferred

tax asset to be utilized. Unrecognized deferred tax assets are reassessed at

each balance sheet date and are recognized to the extent that it has become

probable that future taxable profits will allow the deferred tax asset to

be recovered.

Deferred tax liabilities are recognized for taxable temporary differences

arising on investments in the subsidiaries, jointly controlled corporations and

associates, except where the group controls the timing of the reversal of the

temporary differences and it is probable that the temporary differences will

not reverse in the foreseeable future.

DERIVATIVE FINANCIAL INSTRUMENTSThe Corporation and its subsidiaries use derivative products as risk

management instruments to hedge or manage asset, liability and capital

positions, including revenues. The Corporation and its subsidiaries’ policy

guidelines prohibit the use of derivative instruments for speculative

trading purposes.

All derivatives are recorded at fair value on the balance sheets. The method

of recognizing unrealized and realized fair value gains and losses depends

on whether the derivatives are designated as hedging instruments. For

derivatives that are not designated as hedging instruments, unrealized

and realized gains and losses are recorded in net investment income on the

statements of earnings. For derivatives designated as hedging instruments,

unrealized and realized gains and losses are recognized according to the

nature of the hedged item.



Derivatives are valued using market transactions and other market evidence

whenever possible, including market-based inputs to models, broker or dealer

quotations or alternative pricing sources with reasonable levels of price

transparency. When models are used, the selection of a particular model

to value a derivative depends on the contractual terms of, and specific risks

inherent in, the instrument, as well as the availability of pricing information

in the market. The Corporation and its subsidiaries generally use similar

models to value similar instruments. Valuation models require a variety of

inputs, including contractual terms, market prices and rates, yield curves,

credit curves, measures of volatility, prepayment rates and correlations of

such inputs.

To qualify for hedge accounting, the relationship between the hedged

item and the hedging instrument must meet several strict conditions on

documentation, probability of occurrence, hedge effectiveness and reliability

of measurement. If these conditions are not met, then the relationship

does not qualify for hedge accounting treatment and both the hedged item

and the hedging instrument are reported independently, as if there was no

hedging relationship.

Where a hedging relationship exists, the Corporation and its subsidiaries

document all relationships between hedging instruments and hedged items,

as well as its risk management objectives and strategy for undertaking various

hedge transactions. This process includes linking derivatives that are used in

hedging transactions to specific assets and liabilities on the balance sheets

or to specific firm commitments or forecasted transactions. The Corporation

and its subsidiaries also assess, both at the hedge’s inception and on an

ongoing basis, whether derivatives that are used in hedging transactions are

effective in offsetting changes in fair values or cash flows of hedged items.

Hedge effectiveness is reviewed quarterly through correlation testing.

Fair value hedges For fair value hedges, changes in fair value of both the

hedging instrument and the hedged item are recorded in net investment

income and consequently any ineffective portion of the hedge is recorded

immediately in net investment income.

Cash flow hedges For cash flow hedges, the effective portion of the change

in fair value of the hedging instrument is recorded in other comprehensive

income, while the ineffective portion is recognized immediately in net

investment income. Gains and losses on cash flow hedges that accumulate

in other comprehensive income are recorded in net investment income in

the same period the hedged item affects net earnings. Gains and losses on

cash flow hedges are immediately reclassified from other comprehensive

income to net investment income if and when it is probable that a forecasted

transaction is no longer expected to occur.

Net investment hedges For net investment hedges, the effective

portion of changes in the fair value of the hedging instrument is recorded

in other comprehensive income while the ineffective portion is recognized

immediately in net investment income. Hedge accounting is discontinued

when the hedging no longer qualifies for hedge accounting.

EMBEDDED DERIVATIVESAn embedded derivative is a component of a host contract that modifies

the cash flows of the host contract in a manner similar to a derivative,

according to a specified interest rate, financial instrument price, foreign

exchange rate, underlying index or other variable. Embedded derivatives are

treated as separate contracts and are recorded at fair value if their economic

characteristics and risks are not closely related to those of the host contract

and the host contract is not itself recorded at fair value through the statement

of earnings. Embedded derivatives that meet the definition of an insurance

contract are accounted for and measured as an insurance contract.

EQUITYFinancial instruments issued by Power Financial are classified as stated capital

if they represent a residual interest in the assets of the Corporation. Preferred

shares are classified as equity if they are non-redeemable, or retractable only

at the Corporation’s option and any dividends are discretionary. Costs that are

directly attributable to the issue of share capital are recognized as a deduction

from retained earnings, net of income tax.

Reser ves are composed of share-based compensation and other

comprehensive income. Share-based compensation reserves represent the

vesting of share options less share options exercised. Other comprehensive

income represents the total of the unrealized foreign exchange gains (losses)

on translation of foreign operations, the unrealized gains (losses) on available-

for-sale assets, the unrealized gains (losses) on cash flow hedges, and the

share of other comprehensive income of jointly controlled corporations

and associates.

Non-controlling interests represent the proportion of equity that is

attributable to minority shareholders.

SHARE-BASED PAYMENTSThe fair value-based method of accounting is used for the valuation of

compensation expense for options granted to employees. Compensation

expense is recognized as an increase to operating and administrative expenses

in the statements of earnings over the vesting period of the granted options,

with a corresponding increase in share-based compensation reserves. When

the stock options are exercised, the proceeds, together with the amount

recorded in share-based compensation reserves, are added to the stated

capital of the entity issuing the corresponding shares.

The Corporation and its subsidiaries recognize a liability for cash-settled

awards, including those granted under Performance Share Unit plans and

the Deferred Share Unit plans. Compensation expense is recognized as

an increase to operating and administrative expenses in the statement of

earnings, net of related hedges, and a liability is recognized on the balance

sheets over the period, if any. The liability is remeasured at fair value at each

reporting period with the change in the liability recorded in operating and

administrative expenses.

FOREIGN CURRENCY TRANSLATIONThe Corporation and its subsidiaries operate with multiple functional

currencies. The Corporation’s financial statements are prepared in Canadian

dollars, which is the functional and presentation currency of the Corporation.

Assets and liabilities denominated in foreign currencies are translated

into each entity’s functional currency at exchange rates prevailing at the

balance sheet dates for monetary items and at exchange rates prevailing

at the transaction date for non-monetary items. Revenues and expenses

denominated in foreign currencies are translated into each entity’s functional

currency at an average of daily rates. Realized and unrealized exchange gains

and losses are included in net investment income and are not material to the

financial statements of the Corporation.

Translation of net investment in foreign operations Assets and liabilities

are translated into Canadian dollars at the rate of exchange prevailing at

the balance sheet dates and all revenues and expenses are translated at an

average of daily rates. Unrealized foreign currency translation gains and losses

on the Corporation’s net investment in its foreign operations and jointly

controlled corporations and associates are presented as a component of other

comprehensive income. Unrealized foreign currency translation gains and

losses are recognized in earnings when there has been a disposal of a foreign

operation, jointly controlled corporation or associate.




POLICYHOLDER BENEFITSPolicyholder benefits include benefits and claims on life insurance contracts,

maturity payments, annuity payments and surrenders. Gross benefits and

claims for life insurance contracts include the cost of all claims arising during

the year and settlement of claims. Death claims and surrenders are recorded

on the basis of notifications received. Maturities and annuity payments are

recorded when due.

LEASESLeases that do not transfer substantially all the risks and rewards of ownership

are classified as operating leases. Payments made under operating leases,

where the Corporation and its subsidiaries are the lessee, are charged to net

earnings over the period of use.

Where the Corporation and its subsidiaries are the lessor under an operating

lease for its investment property, the assets subject to the lease arrangement

are presented within the balance sheets. Income from these leases is

recognized in the statements of earnings on a straight-line basis over the

lease term.

EARNINGS PER COMMON SHAREBasic earnings per common share is determined by dividing net earnings

available to common shareholders by the weighted average number of

common shares outstanding for the year. Diluted earnings per common share

is determined using the same method as basic earnings per common share,

except that the weighted average number of common shares outstanding

includes the potential dilutive effect of outstanding stock options granted

by the Corporation and its subsidiaries, as determined by the treasury

stock method.

FUTURE ACCOUNTING CHANGESThe Corporation and its subsidiaries continuously monitor the potential

changes proposed by the International Accounting Standards Board (IASB)

and analyze the effect that changes in the standards may have on their

consolidated financial statements when they become effective.

IFRS 9 — FINANCIAL INSTRUMENTS In July 2014 the IASB issued a final

version of IFRS 9, Financial Instruments to replace IAS 39, Financial Instruments:

Recognition and Measurements, the current standard for accounting for financial

instruments. The standard was completed in three separate phases:

> Classification and measurement: this phase requires that financial assets

be classified at either amortized cost or fair value on the basis of the entity’s

business model for managing the financial assets and the contractual cash

flow characteristics of the financial assets.

> Impairment methodology: this phase replaces the current incurred loss

model for impairment of financial assets with an expected loss model.

> Hedge accounting: this phase replaces the current rule-based hedge

accounting requirements in IAS 39 with guidance that more closely aligns

the accounting with an entity’s risk management activities.

The standard is effective January 1, 2018. The Corporation and its subsidiaries

are evaluating the impact of the adoption of this standard.

IFRS 15 — REVENUE FROM CONTRACTS WITH CUSTOMERS In May 2014,

the IASB issued IFRS 15, Revenue from Contracts with Customers, which provides

a single model for entities to use in accounting for revenue arising from

contracts with customers. The model requires an entity to recognize revenue

as the goods or services are transferred to customers in an amount that

reflects the expected consideration. The revenue recognition requirements

in IFRS 15 do not apply to the revenue arising from insurance contracts, leases

and financial instruments.

The standard is effective January 1, 2017. The Corporation and its subsidiaries

are evaluating the impact of the adoption of this standard.

NOTE 3 BUSINESS ACQUISITIONS

J.P. MORGAN RETIREMENT PLAN SERVICESOn August 29, 2014, Lifeco, through its wholly owned subsidiary Great-West Financial, completed the acquisition of all the voting equity interest in the

J.P. Morgan Retirement Plan Services’ (RPS) large-market record-keeping business.

The amounts assigned to the assets acquired, goodwill, liabilities assumed and contingent consideration on August 29, 2014 and reported as at December 31, 2014

are below:

DECEMBER 31 2014

Assets acquired and goodwill

Other assets 41

Intangible assets 18

Goodwill 36

Total assets acquired and goodwill 95

Liabilities assumed and contingent consideration

Other liabilities 29

Contingent consideration 35

Total liabilities assumed and contingent consideration 64



During the fourth quarter of 2014, Lifeco substantially completed its

comprehensive evaluation of the fair value of the net assets acquired

from RPS and the purchase price allocation. Initial goodwill of $55 million

recognized upon the acquisition of RPS on August 29, 2014 in the Business

Acquisitions note to the September 30, 2014 interim condensed consolidated

financial statements has been adjusted in the fourth quarter of 2014, as a

result of valuations received during the measurement period. Adjustments

were made to the provisional amounts disclosed in the September 30, 2014

interim condensed consolidated financial statements for the recognition

and measurement of intangible assets, contingent consideration and

other liabilities.

The following provides the change in the carrying value of the goodwill on the acquisition of RPS to December 31, 2014:

Initial RPS goodwill, previously reported 55

Recognition and measurement of intangible assets (18)

Adjustment to contingent consideration (2)

Adjustment to other liabilities 1

Adjusted balance 36

The goodwill represents the excess of the purchase price over the fair value

of the net assets acquired, representing the synergies or future economic

benefits arising from other assets acquired that are not individually identified

and separately recognized in the acquisition of RPS. The goodwill is not

deductible for tax purposes. Lifeco will finalize the purchase accounting in

the first six months of 2015.

At the date of the acquisition, RPS was the named defendant in four pending

lawsuits. Per the terms of the acquisition, Lifeco is indemnified from any

and all losses incurred in conjunction with the pending lawsuits. Due to

Lifeco’s limited involvement with the pending legal proceedings, it is unable

to make an estimate of the possible loss and related indemnity associated

with these claims.

The results of operations of RPS are included in the financial statements from

the date of acquisition.

IR ISH LIFE GROUP LIMITEDOn July 18, 2013, Lifeco, through its wholly owned subsidiary Canada Life

Limited, completed the acquisition of all of the shares of Irish Life. The

Corporation presented the allocation of the purchase price to the amounts

of assets acquired, goodwill and liabilities assumed in Note 4 to the

December 31, 2013 financial statements.

During the three months ended June 30, 2014, Lifeco completed experience

studies on certain insurance contract liabilities assumed on acquisition.

There were no changes to the amounts reported in the Corporation’s

December 31, 2013 consolidated audited financial statements.

NOTE 4 CASH AND CASH EQUIVALENTS

DECEMBER 31 2014 2013

Cash 1,698 1,930

Cash equivalents 2,291 2,414

Cash and cash equivalents 3,989 4,344

At December 31, 2014, cash amounting to $142 million was restricted for use by the subsidiaries ($112 million at December 31, 2013).

NOTE 3 BUSINESS ACQUISITIONS (CONTINUED)



NOTE 5 INVESTMENTS

CARRYING VALUES AND FAIR VALUESCarrying values and estimated fair values of investments are as follows:

2014 2013

DECEMBER 31CARRYING

VALUEFAIR

VALUECARRYING

VALUEFAIR

VALUE

Bonds

Designated as fair value through profit or loss [1] 77,790 77,790 68,051 68,051

Classified as fair value through profit or loss [1] 2,167 2,167 2,053 2,053

Available for sale 10,501 10,501 8,370 8,370


103,636 105,117 90,329 91,146

Mortgage loans


Designated as fair value through profit or loss [1] 366 366 324 324

27,565 29,382 24,915 25,536

Shares

Designated as fair value through profit or loss [1] 6,697 6,697 7,297 7,297

Available for sale [2] 620 620 749 749

7,317 7,317 8,046 8,046

Investment properties 4,613 4,613 4,288 4,288

Loans to policyholders 7,711 7,711 7,332 7,332

150,842 154,140 134,910 136,348

[1] A financial asset is designated as fair value through profit or loss on initial recognition if it eliminates or significantly reduces an accounting mismatch. For Lifeco changes in the fair value of financial assets designated as fair value through profit or loss are generally offset by changes in insurance contract liabilities, since the measurement of insurance contract liabilities is determined with reference to the assets supporting the liabilities.

A financial asset is classified as fair value through profit or loss on initial recognition if it is part of a portfolio that is actively traded for the purpose of earning investment income.

[2] Fair value of certain shares available for sale cannot be reliably measured, therefore these investments are held at cost.

BONDS AND MORTGAGESCarrying value of bonds and mortgages due over the current and non-current term is as follows:

CARRYING VALUE

TERM TO MATURIT Y

DECEMBER 31, 2014 1 YEAR OR LESS 1-5 YEARS OVER 5 YEARS TOTAL

Bonds 11,107 19,520 72,644 103,271

Mortgage loans 2,546 12,010 12,630 27,186

13,653 31,530 85,274 130,457

CARRYING VALUE

TERM TO MATURIT Y

DECEMBER 31, 2013 1 YEAR OR LESS 1-5 YEARS OVER 5 YEARS TOTAL

Bonds 9,571 17,774 62,616 89,961

Mortgage loans 2,465 11,472 10,635 24,572

12,036 29,246 73,251 114,533

The table shown above excludes the carrying value of impaired bonds and mortgages, as the ultimate timing of collectability is uncertain.


IMPAIRED INVESTMENTS AND ALLOWANCE FOR CREDIT LOSSESCarrying amount of impaired investments is as follows:

DECEMBER 31 2014 2013

Impaired amounts by classification

Fair value through profit or loss 355 384

Available for sale 14 19

Loans and receivables 17 36

Total 386 439

The above carrying values for loans and receivables are net of allowances for credit losses of $19 million as at December 31, 2014 ($26 million as at December 31,

2013). The allowance for credit losses is supplemented by the provision for future credit losses included in insurance contract liabilities.

NET INVESTMENT INCOME

YEAR ENDED DECEMBER 31, 2014 BONDSMORTGAGE

LOANS SHARESINVESTMENT PROPERTIES OTHER TOTAL

Regular net investment income

Investment income earned 4,115 996 239 319 457 6,126

Net realized gains 65 40 11 – – 116

Net recovery (provision) for credit losses (loans and receivables) (9) (8) – – – (17)

Other income (expenses) – (15) – (75) (97) (187)

4,171 1,013 250 244 360 6,038

Changes in fair value through profit or loss 6,605 2 482 262 174 7,525

Net investment income 10,776 1,015 732 506 534 13,563

YEAR ENDED DECEMBER 31, 2013 BONDSMORTGAGE

LOANS SHARESINVESTMENT PROPERTIES OTHER TOTAL

Regular net investment income

Investment income earned 3,733 927 242 276 461 5,639

Net realized gains 94 55 8 – – 157

Net recovery (provision) for credit losses (loans and receivables) – (2) – – – (2)

Other income (expenses) – (3) – (68) (88) (159)

3,827 977 250 208 373 5,635

Changes in fair value through profit or loss (3,851) 3 860 152 (138) (2,974)

Net investment income (24) 980 1,110 360 235 2,661

Investment income earned comprises income from investments that

are classified as available for sale, loans and receivables and classified or

designated as fair value through profit or loss. Investment income from bonds

and mortgage loans includes interest income and premium and discount

amortization. Income from shares includes dividends and distributions.

Investment properties income includes rental income earned on investment

properties, ground rent income earned on leased and sub-leased land, fee

recoveries, lease cancellation income, and interest and other investment

income earned on investment properties.

INVESTMENT PROPERTIESThe carrying value of investment properties and changes in the carrying value of investment properties are as follows:

DECEMBER 31 2014 2013

Balance, beginning of year 4,288 3,572

Business acquisitions – 248

Additions 127 182

Change in fair value through profit or loss 262 152

Disposals (98) (82)

Transferred to owner-occupied properties (13) –

Foreign exchange rate changes and other 47 216

Balance, end of year 4,613 4,288

NOTE 5 INVESTMENTS (CONTINUED)



TRANSFERRED FINANCIAL ASSETSLifeco engages in securities lending to generate additional income. Lifeco’s

securities custodians are used as lending agents. Collateral, which exceeds the

fair value of the loaned securities, is deposited by the borrower with Lifeco’s

lending agent and maintained by the lending agent until the underlying

security has been returned. The fair value of the loaned securities is monitored

on a daily basis by the lending agent, who obtains or refunds additional

collateral as the fair value of the loaned securities fluctuates. Included in

the collateral deposited with Lifeco’s lending agent is cash collateral of

$16 million as at December 31, 2014 ($20 million as at December 31, 2013). In

addition, the securities lending agent indemnifies Lifeco against borrower

risk, meaning that the lending agent agrees contractually to replace securities

not returned due to a borrower default. As at December 31, 2014, Lifeco had

loaned securities (which are included in investments) having a fair value of

$5,890 million ($5,204 million as at December 31, 2013).

NOTE 6 FUNDS HELD BY CEDING INSURERS

Included in funds held by ceding insurers of $12,154 million at December 31, 2014

($10,832 million at December 31, 2013) are agreements with Standard Life

Assurance Limited (Standard Life) and a Dutch insurer.

During 2008, Canada Life International Re Limited (CLIRE), Lifeco’s indirect

wholly owned Irish reinsurance subsidiary, signed an agreement with

Standard Life, a U.K.-based provider of life, pension and investment products,

to assume by way of indemnity reinsurance a large block of payout annuities.

Under the agreement, CLIRE is required to put amounts on deposit with

Standard Life and CLIRE has assumed the credit risk on the portfolio of assets

included in the amounts on deposit.

During 2014, an indirect wholly owned reinsurance subsidiary of Lifeco entered

into an agreement to assume by way of indemnity reinsurance a block of

payout annuities. Under the agreement, Lifeco’s subsidiary is required to put

amounts on deposit with the counterparty and the subsidiary has assumed

the credit risk on the portfolio of assets included in the amounts on deposit.

The amounts on deposit for both agreements are included in funds held by

ceding insurers on the balance sheets. Income and expenses arising from

the agreements are included in net investment income on the statements

of earnings.

At December 31, 2014 Lifeco had amounts on deposit of $10,758 million ($9,848 million at December 31, 2013) for these two agreements. The details of the funds

on deposit and related credit risk on the funds related to these agreements are as follows:

CARRYING VALUES AND ESTIMATED FAIR VALUES

2014 2013

DECEMBER 31CARRYING

VALUEFAIR

VALUECARRYING

VALUEFAIR

VALUE

Cash and cash equivalents 200 200 70 70

Bonds 10,397 10,397 9,619 9,619

Other assets 161 161 159 159

10,758 10,758 9,848 9,848

Supporting:

Reinsurance liabilities 10,386 10,386 9,402 9,402

Surplus 372 372 446 446

10,758 10,758 9,848 9,848

FAIR VALUE BY HIERARCHY LEVELThe following presents the amounts on deposit for funds held by ceding insurers measured at fair value on a recurring basis by hierarchy level:

2014 2013

DECEMBER 31 LEVEL 1 LEVEL 2 LEVEL 3 TOTAL LEVEL 1 LEVEL 2 LEVEL 3 TOTAL

Cash and cash equivalents 200 – – 200 70 – – 70

Bonds – 10,397 – 10,397 – 9,619 – 9,619

Total 200 10,397 – 10,597 70 9,619 – 9,689

NOTE 5 INVESTMENTS (CONTINUED)


CARRYING VALUE OF BONDS BY ISSUER AND INDUSTRY SECTORThe following table provides details of the carrying value of bonds included in the funds on deposit by issuer and industry sector:

DECEMBER 31 2014 2013

Bonds issued or guaranteed by:

Canadian federal government 49 75

Provincial, state and municipal governments 16 17

U.S. treasury and other U.S. agencies 25 22

Other foreign governments 1,923 2,097

Government-related 548 508

Supranationals 167 185

Asset-backed securities 260 249

Residential mortgage-backed securities 107 91

Banks 1,944 1,944

Other financial institutions 1,087 1,033

Basic materials 110 70

Communications 168 138

Consumer products 862 704

Industrial products/services 174 108

Natural resources 389 354

Real estate 778 540

Transportation 231 196

Utilities 1,411 1,190

Miscellaneous 130 98

Short-term bonds 18 –

Total bonds 10,397 9,619

ASSET QUALITYThe following table provides details of the carrying value of the bond portfolio by credit rating:

BOND PORTFOLIO BY CREDIT RATINGDECEMBER 31 2014 2013

AAA 2,312 2,669

AA 2,944 2,382

A 4,194 3,666

BBB 596 546

BB and lower 351 356

Total bonds 10,397 9,619

NOTE 6 FUNDS HELD BY CEDING INSURERS (CONTINUED)



NOTE 7 INVESTMENTS IN JOINTLY CONTROLLED CORPORATIONS AND ASSOCIATES

Investments in jointly controlled corporations and associates are composed

principally of the Corporation’s 50% interest in Parjointco. As at December 31,

2014, Parjointco held a 55.5% equity interest in Pargesa (55.6% as at

December 31, 2013), representing 75.4% of the voting rights.

Investments in jointly controlled corporations and associates also include

Lifeco’s 30.4% investment (same as December 31, 2013), held through Irish Life,

in Allianz Ireland, an unlisted general insurance company operating in Ireland.

Carrying values of the investments in jointly controlled corporations and associates are as follows:

2014 2013

DECEMBER 31 PARJOINTCO OTHER TOTAL PARJOINTCO OTHER TOTAL

Carrying value, beginning of year 2,437 227 2,664 2,121 – 2,121

Business acquisitions – – – – 207 207

Share of earnings 187 24 211 114 20 134

Share of other comprehensive income (loss) (97) (20) (117) 260 14 274

Dividends (75) (24) (99) (63) (15) (78)

Other (12) 30 18 5 1 6

Carrying value, end of year 2,440 237 2,677 2,437 227 2,664

The net asset value of the Corporation’s indirect interest in Pargesa is approximately $2,878 million as at December 31, 2014. The carrying value of the investment

in Pargesa is $2,440 million, or $1,942 million excluding the unrealized net gains of its underlying investments. Pargesa’s financial information as at and for the

year ended December 31, 2014 can be obtained in its publicly available information.

NOTE 8 OWNER-OCCUPIED PROPERTIES AND CAPITAL ASSETS

The carrying value of owner-occupied properties and capital assets and the changes in the carrying value of owner-occupied properties and capital assets

are as follows:

2014 2013

DECEMBER 31

OWNER-OCCUPIED

PROPERTIESCAPITAL ASSETS TOTAL

OWNER-OCCUPIED

PROPERTIESCAPITAL ASSETS TOTAL

Cost, beginning of year 693 968 1,661 607 907 1,514

Business acquisitions – – – 49 30 79

Additions 15 105 120 23 85 108

Transferred from investment properties 13 – 13 – – –

Disposal/retirements – (17) (17) – (66) (66)

Change in foreign exchange rates and other 11 6 17 14 12 26

Cost, end of year 732 1,062 1,794 693 968 1,661

Accumulated amortization, beginning of year (52) (684) (736) (43) (680) (723)

Amortization (9) (72) (81) (9) (53) (62)

Impairment – – – – (2) (2)

Disposal/retirements – – – – 54 54

Change in foreign exchange rates and other – 9 9 – (3) (3)

Accumulated amortization, end of year (61) (747) (808) (52) (684) (736)

Carrying value, end of year 671 315 986 641 284 925

The following table provides details of the carrying value of owner-occupied properties and capital assets by geographic location:

DECEMBER 31 2014 2013

Canada 638 613

United States 212 188

Europe 136 124

986 925


NOTE 9 OTHER ASSETS

DECEMBER 31 2014 2013

Premiums in course of collection, accounts receivable and interest receivable 3,527 3,435

Deferred acquisition costs 644 687

Pension benefits [Note 24] 275 408

Income taxes receivable 71 199

Trading account assets 405 376

Finance leases receivable 285 –

Prepaid expenses 132 115

Other 693 687

6,032 5,907

Total other assets of $4,811 million as at December 31, 2014 are to be realized within 12 months.

NOTE 10 GOODWILL AND INTANGIBLE ASSETS

GOODWILLThe carrying value of goodwill and changes in the carrying value of goodwill are as follows:

2014 2013

DECEMBER 31 COSTACCUMUL ATED

IMPAIRMENTCARRYING

VALUE COSTACCUMUL ATED

IMPAIRMENTCARRYING

VALUE

Balance, beginning of year 10,058 (953) 9,105 9,563 (890) 8,673

Business acquisitions 51 – 51 395 – 395

Changes in foreign exchange rates 83 (90) (7) 100 (63) 37

Balance, end of year 10,192 (1,043) 9,149 10,058 (953) 9,105

INTANGIBLE ASSETSThe carrying value of the intangible assets and changes in the carrying value of the intangible assets are as follows:

INDEFINITE LIFE INTANGIBLE ASSETS

DECEMBER 31, 2014

CUSTOMER CONTRAC T-

REL ATED

SHAREHOLDERS’ PORTION OF

ACQUIRED FUTURE

PARTICIPATING ACCOUNT

PROFIT

BRANDS, TRADEMARKS

AND TRADE NAMES

MUTUAL FUND MANAGEMENT

CONTRAC TS TOTAL

Cost, beginning of year 2,398 354 1,178 741 4,671

Changes in foreign exchange rates 194 – 28 – 222

Cost, end of year 2,592 354 1,206 741 4,893

Accumulated impairment, beginning of year (858) – (132) – (990)

Changes in foreign exchange rates and other (81) – (8) – (89)

Accumulated impairment, end of year (939) – (140) – (1,079)

Carrying value, end of year 1,653 354 1,066 741 3,814



DECEMBER 31, 2013

CUSTOMER CONTRAC T-

REL ATED

SHAREHOLDERS’ PORTION OF

ACQUIRED FUTURE

PARTICIPATING ACCOUNT

PROFIT

BRANDS, TRADEMARKS

AND TRADE NAMES

MUTUAL FUND MANAGEMENT

CONTRAC TS TOTAL

Cost, beginning of year 2,264 354 1,002 740 4,360

Business acquisitions – – 131 – 131

Additions – – – 1 1

Changes in foreign exchange rates 134 – 45 – 179

Cost, end of year 2,398 354 1,178 741 4,671

Accumulated impairment, beginning of year (802) – (91) – (893)

Impairment – – (34) – (34)

Changes in foreign exchange rates and other (56) – (7) – (63)

Accumulated impairment, end of year (858) – (132) – (990)

Carrying value, end of year 1,540 354 1,046 741 3,681

FINITE LIFE INTANGIBLE ASSETS

DECEMBER 31, 2014

CUSTOMER CONTRAC T-

REL ATED

TECHNOLOGY AND

SOFT WARE

DEFERRED SELLING

COMMISSIONS OTHER TOTAL

Cost, beginning of year 707 825 1,379 221 3,132

Business acquisitions 18 – – – 18

Additions – 157 256 1 414

Disposal/redemption – (16) (69) – (85)

Changes in foreign exchange rates 20 32 – (1) 51

Other, including write-off of assets fully amortized – 19 (219) – (200)

Cost, end of year 745 1,017 1,347 221 3,330

Accumulated amortization, beginning of year (280) (474) (691) (87) (1,532)

Amortization (47) (87) (203) (11) (348)

Impairment – (7) – – (7)

Disposal/redemption – 14 38 – 52

Changes in foreign exchange rates (11) (20) – – (31)

Other, including write-off of assets fully amortized – – 219 – 219

Accumulated amortization, end of year (338) (574) (637) (98) (1,647)

Carrying value, end of year 407 443 710 123 1,683

NOTE 10 GOODWILL AND INTANGIBLE ASSETS (CONTINUED)


DECEMBER 31, 2013

CUSTOMER CONTRAC T-

REL ATED

TECHNOLOGY AND

SOFT WARE

DEFERRED SELLING

COMMISSIONS OTHER TOTAL

Cost, beginning of year 564 680 1,448 213 2,905

Business acquisitions 116 – – – 116

Additions – 115 237 2 354

Disposal/redemption – (1) (84) (1) (86)

Changes in foreign exchange rates 27 18 – 7 52

Other, including write-off of assets fully amortized – 13 (222) – (209)

Cost, end of year 707 825 1,379 221 3,132

Accumulated amortization, beginning of year (235) (377) (752) (75) (1,439)

Amortization (39) (82) (210) (11) (342)

Impairment – (3) – – (3)

Disposal/redemption – – 49 – 49

Changes in foreign exchange rates (6) (11) – (1) (18)

Other, including write-off of assets fully amortized – (1) 222 – 221

Accumulated amortization, end of year (280) (474) (691) (87) (1,532)

Carrying value, end of year 427 351 688 134 1,600

The Corporation and its subsidiaries conducted their annual impairment testings of intangible assets which resulted in impairment charges of $7 million

($37 million in 2013) and have been recorded in operating and administrative expenses.

ALLOCATION TO CASH GENERATING UNITSGoodwill and indefinite life intangible assets have been assigned to cash generating units (CGUs) as follows:

2014 2013

DECEMBER 31 GOODWILLINTANGIBLE

ASSETS TOTAL GOODWILLINTANGIBLE

ASSETS TOTAL

LIFECO

Canada

Group 1,156 – 1,156 1,142 – 1,142

Individual insurance / wealth management 3,028 973 4,001 3,028 973 4,001

Europe

Insurance and annuities 1,950 221 2,171 1,970 226 2,196

Reinsurance 1 – 1 1 – 1

United States

Financial services 180 – 180 131 – 131

Asset management – 1,594 1,594 – 1,456 1,456

IGM

Investors Group 1,443 – 1,443 1,443 – 1,443

Mackenzie 1,251 1,003 2,254 1,251 1,003 2,254

Other and corporate 140 23 163 139 23 162

9,149 3,814 12,963 9,105 3,681 12,786

No goodwill and intangible assets have been allocated across multiple CGUs.




RECOVERABLE AMOUNT

LIFECOFor purposes of annual impairment testing, Lifeco allocates goodwill and

indefinite life intangible assets to its CGUs. Any potential impairment

of goodwill or indefinite life intangible assets is identified by comparing

the recoverable amount to its carrying value. The recoverable amount is

determined as the higher of fair value less costs of disposal or value-in-use.

In the case of goodwill and indefinite life intangible assets, the higher of the

two is the value-in-use method.

Value-in-use is calculated by discounting management’s cash flow projections

approved by the board of directors of Lifeco covering the initial forecast period

of three to five years. Value beyond the initial period is derived by applying a

terminal value multiple to the final year of the initial projection period. The

discount rate is reflective of the country and product specific cash flow risks

and the terminal growth rate is estimated as the long-term average growth

rate, including inflation of the markets in which Lifeco operates.

Fair value is determined using a combination of commonly accepted valuation

methodologies, namely comparable trading and transaction multiples.

Comparable trading and transaction multiple methodologies calculate fair

value by applying multiples observed in the market against historical and

projected results approved by management of Lifeco.

In the fourth quarter of 2014, Lifeco conducted its annual impairment testing

of goodwill and intangible assets based on September 30, 2014 asset balances.

It was determined that the recoverable amounts of goodwill and indefinite

life intangible assets were in excess of their carrying values and there was no

evidence of impairment.

For the year ended December 31, 2014 the ranges of key assumptions for the CGUs within the Canada, Europe and United States operating segments were

as follows:

%EARNINGS

GROW TH RATEDISCOUNT RATE

(AFTER TA X)TERMINAL

GROW TH RATEINCOME

TA X RATE

Canada

Group 4.0 – 23.0 9.0 – 11.0 1.5 – 2.5 26.5

Individual insurance / wealth management (3.0) – 15.0 9.5 – 10.5 1.5 – 2.5 26.5

Europe

Insurance and annuities (10.0) – 16.0 9.5 – 14.0 1.5 – 3.5 12.5 – 20.0

Reinsurance (18.0) – 5.0 11.5 – 12.5 1.5 – 2.5 N/A

United States

Financial services (11.0) – 10.0 9.5 – 10.5 1.5 – 2.5 39.9

Asset management 2.0 – 15.0 11.0 – 13.0 3.0 39.9

Any reasonable possible change to these assumptions is unlikely to cause the CGUs’ carrying value to exceed its recoverable amount.

IGM FINANCIALIGM tests whether goodwill and indefinite life intangible assets are impaired

by assessing the carrying amounts with the recoverable amounts. The

recoverable amount of IGM’s CGUs is based on the best available evidence of

fair value less cost of disposal. Fair value is initially assessed with reference

to valuation multiples of comparable publicly traded financial institutions

and precedent business acquisition transactions. These valuation multiples

may include price-to-earnings or other conventionally used measures for

investment managers or other financial service providers (multiples of value

to assets under management, revenues, or other measures of profitability).

This assessment may give regard to a variety of relevant considerations,

including expected growth, risk and capital market conditions, among other

factors. The valuation multiples used in assessing fair value represent Level 2

fair value inputs.

The fair value less cost of disposal of IGM’s CGUs was compared with the

carrying amount and it was determined there was no impairment. Changes

in assumptions and estimates used in determining the recoverable amounts

of CGUs can result in significant adjustments to the valuation of the CGUs.

Any reasonably possible change to these assumptions is unlikely to cause the

CGUs’ carrying value to exceed its recoverable amount.



NOTE 11 SEGREGATED FUNDS AND OTHER STRUCTURED ENTITIES

Lifeco offers segregated fund products in Canada, the U.S. and Europe that

are referred to as segregated funds, separate accounts and unit-linked funds

in the respective markets. These funds are contracts issued by insurers

to segregated fund policyholders where the benefit is directly linked to

the performance of the investments, the risks or rewards of the fair value

movements and net investment income is realized by the segregated fund

policyholders. The segregated fund policyholders are required to select the

segregated funds that hold a range of underlying investments. While Lifeco

has legal title to the investments, there is a contractual obligation to pass

along the investment results to the segregated fund policyholder and Lifeco

segregates these investments from those of the corporation itself.

In Canada and the U.S., the segregated fund and separate account assets are

legally separated from the general assets of Lifeco under the terms of the

policyholder agreement and cannot be used to settle obligations of Lifeco. In

Europe, the assets of the funds are functionally and constructively segregated

from those of Lifeco. As a result of the legal and constructive arrangements

of these funds, the assets and liabilities of these funds are presented as line

items within the balance sheets titled investments on account of segregated

fund policyholders and with an equal liability titled insurance and investment

contracts on account of segregated fund policyholders.

In circumstances where the segregated funds are invested in structured

entities and are deemed to control the entity, Lifeco has presented the non-

controlling ownership interest within the segregated funds for the risk of

policyholders as equal and offsetting amounts in the assets and liabilities. The

amounts presented within are $1,012 million at December 31, 2014 ($772 million

at December 31, 2013).

Within the statement of earnings, all segregated fund policyholders’ income,

including fair value changes and net investment income, is credited to the

segregated fund policyholders and reflected in the assets and liabilities on

account of segregated fund policyholders within the balance sheets. As these

amounts do not directly impact the revenues and expenses of Lifeco, these

amounts are not included separately in the statements of earnings.

SEGREGATED FUNDS AND GUARANTEE EXPOSURELifeco offers retail segregated fund products, variable annuity products and

unitized with profits products that provide for certain guarantees that are

tied to the fair values of the investment funds. While these products are

similar to mutual funds, there is a key difference from mutual funds as the

segregated funds have certain guarantee features that protect the segregated

fund policyholder from market declines in the underlying investments. These

guarantees are Lifeco’s primary exposure on these funds. Lifeco accounts for

these guarantees within insurance and investment contract liabilities in the

financial statements. In addition to Lifeco’s exposure on the guarantees, the

fees earned by Lifeco on these products are impacted by the market value

of these funds.

In Canada, Lifeco offers retail segregated fund products through Great-West

Life, London Life and Canada Life. These products provide guaranteed

minimum death benefits and guaranteed minimum accumulation on

maturity benefits.

In the U.S., Lifeco offers variable annuities with guaranteed minimum death

benefits through Great-West Financial. Most are a return of premium on

death with the guarantee expiring at age 70.

In Europe, Lifeco offers unitized with profits products, which are similar

to segregated fund products, but with pooling of policyholders’ funds and

minimum credited interest rates.

Lifeco also offers guaranteed minimum withdrawal benefits products in

Canada, the U.S. and Europe. The guaranteed minimum withdrawal benefits

products offered by Lifeco offer levels of death and maturity guarantees. At

December 31, 2014, the amount of guaranteed minimum withdrawal benefits

products in force in Canada, the U.S., Ireland and Germany was $3,016 million

($2,674 million at December 31, 2013).

Lifeco’s exposure to these guarantees is set out as follows:

INVESTMENT DEFICIENCY BY BENEFIT T YPE

DECEMBER 31, 2014 FAIR VALUE INCOME MATURIT Y DEATH TOTAL [1]

Canada 28,958 – 30 97 97

United States 10,014 1 – 43 44

Europe 9,301 351 36 72 422

Total 48,273 352 66 212 563

INVESTMENT DEFICIENCY BY BENEFIT T YPE

DECEMBER 31, 2013 FAIR VALUE INCOME MATURIT Y DEATH TOTAL [1]

Canada 26,779 – 32 101 101

United States 8,853 – – 42 42

Europe 8,683 260 16 74 334

Total 44,315 260 48 217 477

[1] A policy can only receive a payout for one of the three trigger events (income election, maturity, or death).

The investment deficiency measures the point-in-time exposure to a trigger

event (i.e. income election, maturity, or death) assuming it occurred on

December 31, 2014. The actual cost to Lifeco will depend on the trigger event

having occurred and the fair values at that time. The actual claims before tax

associated with these guarantees were approximately $10 million for the year

ended December 31, 2014, with the majority arising in the Europe segment.

For further details on Lifeco’s risk and guarantee exposure and the

management of these risks, refer to “Risk Management and Control Practices”

in the Lifeco section of the Corporation’s annual Management’s Discussion

and Analysis.



The following presents further details of the investments, determined in accordance with the relevant statutory reporting requirements of each region of

Lifeco’s operations, on account of segregated fund policyholders:

INVESTMENTS ON ACCOUNT OF SEGREGATED FUND POLICYHOLDERS

DECEMBER 31 2014 2013


Bonds 37,912 34,405


Shares and units in unit trusts 68,911 62,882

Mutual funds 46,707 41,555

Investment properties 9,533 8,284

176,623 160,927

Accrued income 364 380

Other liabilities/assets (3,033) (1,300)

Non-controlling mutual fund interest 1,012 772

174,966 160,779

INSURANCE AND INVESTMENT CONTRACTS ON ACCOUNT OF SEGREGATED FUND POLICYHOLDERS

YEARS ENDED DECEMBER 31 2014 2013


Additions (deductions):

Policyholder deposits 20,909 15,861

Net investment income 2,997 1,565

Net realized capital gains on investments 5,683 3,419

Net unrealized capital gains on investments 5,301 7,879

Unrealized gains due to changes in foreign exchange rates 826 7,226

Policyholder withdrawals (21,057) (17,141)

Business acquisitions – 36,348

Segregated fund investment in General Fund [1] (382) –

General fund investment in Segregated Fund [1] (401) –

Net transfer from General Fund 71 67

Non-controlling mutual fund interest 240 123

14,187 55,347


[1] During the year, Lifeco reclassified certain amounts invested by the Segregated Funds into the General Fund of $382 million and amounts invested in the General Fund into the Segregated Funds of $401 million.

INVESTMENT INCOME ON ACCOUNT OF SEGREGATED FUND POLICYHOLDERS


Net investment income 2,997 1,565

Net realized capital gains on investments 5,683 3,419

Net unrealized capital gains on investments 5,301 7,879

Unrealized gains due to changes in foreign exchange rates 826 7,226

Total 14,807 20,089

Change in insurance and investment contract liabilities on account of segregated fund policyholders 14,807 20,089

Net – –

NOTE 11 SEGREGATED FUNDS AND OTHER STRUCTURED ENTITIES (CONTINUED)


INVESTMENTS ON ACCOUNT OF SEGREGATED FUND POLICYHOLDERS (by fair value hierarchy level)

DECEMBER 31, 2014 LEVEL 1 LEVEL 2 LEVEL 3 TOTAL

Investments on account of segregated fund policyholders [1] 112,189 54,942 10,390 177,521

[1] Excludes other liabilities, net of other assets, of $2,555 million.

DECEMBER 31, 2013 LEVEL 1 LEVEL 2 LEVEL 3 TOTAL

Investments on account of segregated fund policyholders [1] 106,144 46,515 9,298 161,957

[1] Excludes other liabilities, net of other assets, of $1,178 million.

During 2014 certain foreign equity holdings valued at $2,234 million have

been transferred from Level 1 to Level 2 ($1,780 million were transferred from

Level 2 to Level 1 at December 31, 2013), based on Lifeco’s ability to utilize

observable, quoted prices in active markets.

Level 2 assets include those assets where fair value is not available from

normal market pricing sources and where Lifeco does not have visibility

through to the underlying assets.

The following presents additional information about Lifeco’s investments on account of segregated fund policyholders for which Lifeco has utilized Level 3

inputs to determine fair value for the years ended December 31:

DECEMBER 31 2014 2013


Total gains included in segregated fund investment income 782 694

Business acquisitions – 2,326

Purchases 919 428

Sales (603) (440)

Transfers into Level 3 4 4

Transfers out of Level 3 (10) (1)


Transfers into Level 3 are due primarily to decreased observability of inputs

in valuation methodologies. Transfers out of Level 3 are due primarily to

increased observability of inputs in valuation methodologies as evidenced

by corroboration of market prices with multiple pricing vendors.

In addition to the segregated funds, Lifeco has interests in a number of

structured unconsolidated entities including mutual funds, open-ended

investment companies, and unit trusts. These entities are created as

investment strategies for its unit holders based on the directive of each

individual fund.

Some of these funds are managed by related parties of Lifeco and Lifeco

receives management fees related to these services. Management fees

can be variable due to the performance of factors – such as markets or

industries – in which the fund invests. Fee income derived in connection

with the management of investment funds generally increases or decreases

in direct relationship with changes of assets under management, which

is affected by prevailing market conditions, and the inflow and outflow of

client assets.

Factors that could cause assets under management and fees to decrease

include declines in equity markets, changes in fixed income markets,

changes in interest rates and defaults, redemptions and other withdrawals,

political and other economic risks, changing investment trends and relative

investment performance. The risk is that fees may vary but expenses and

recovery of initial expenses are relatively fixed, and market conditions may

cause a shift in asset mix potentially resulting in a change in revenue.

Fee and other income earned by Lifeco resulting from Lifeco’s interests in these

structured entities was $3,813 million for the year ended December 31, 2014

($3,068 million in 2013).

Included within other assets at December 31, 2014 is $327 million ($306 million

at December 31, 2013) of investments by Lifeco in bonds and stocks of

Putnam-sponsored funds and $78 million ($70 million at December 31, 2013)

of investments in stocks of sponsored unit trusts in Europe.

NOTE 11 SEGREGATED FUNDS AND OTHER STRUCTURED ENTITIES (CONTINUED)



NOTE 12 INSURANCE AND INVESTMENT CONTRACT LIABILITIES

INSURANCE AND INVESTMENT CONTRACT LIABILITIES

DECEMBER 31, 2014GROSS

LIABILIT YREINSURANCE

ASSETS NET

Insurance contract liabilities 145,198 5,151 140,047

Investment contract liabilities 857 – 857

146,055 5,151 140,904



ASSETS NET

Insurance contract liabilities 131,174 5,070 126,104

Investment contract liabilities 889 – 889

132,063 5,070 126,993

COMPOSITION OF INSURANCE AND INVESTMENT CONTRACT LIABILITIES AND RELATED SUPPORTING ASSETSThe composition of insurance and investment contract liabilities of Lifeco is as follows:

2014 2013

DECEMBER 31GROSS


ASSETS NETGROSS


ASSETS NET

Participating

Canada 31,181 (156) 31,337 29,107 (132) 29,239

United States 10,362 12 10,350 9,337 11 9,326

Europe 1,377 – 1,377 1,247 – 1,247

Non-participating

Canada 28,094 832 27,262 25,898 521 25,377

United States 22,611 233 22,378 19,038 238 18,800

Europe 52,430 4,230 48,200 47,436 4,432 43,004

146,055 5,151 140,904 132,063 5,070 126,993

The composition of the assets supporting liabilities and equity of Lifeco is as follows:

DECEMBER 31, 2014 BONDSMORTGAGE

LOANS SHARES [1]INVESTMENT PROPERTIES OTHER TOTAL

Participating liabilities

Canada 13,856 7,810 4,270 1,167 4,078 31,181

United States 5,080 278 – – 5,004 10,362

Europe 968 38 144 63 164 1,377

Non-participating liabilities

Canada 18,991 3,941 1,740 5 3,417 28,094

United States 18,678 3,330 – – 603 22,611

Europe 30,723 3,702 191 2,738 15,076 52,430

Other, including segregated funds 9,998 690 4 107 177,958 188,757

Total equity 4,874 757 1,471 533 14,262 21,897

Total carrying value 103,168 20,546 7,820 4,613 220,562 356,709

Fair value 104,649 22,167 7,331 4,613 220,562 359,322

[1] Fair value excludes shares classified as available for sale and carried at cost when a fair value cannot be reliably measured.


DECEMBER 31, 2013[NOTE 33] BONDS

MORTGAGE LOANS SHARES [1]

INVESTMENT PROPERTIES OTHER TOTAL

Participating liabilities

Canada 11,907 7,701 4,923 1,157 3,419 29,107

United States 4,583 141 – – 4,613 9,337

Europe 852 39 143 35 178 1,247

Non-participating liabilities

Canada 16,157 3,769 1,796 3 4,173 25,898

United States 15,508 2,911 – – 619 19,038

Europe 27,273 3,290 225 2,460 14,188 47,436

Other, including segregated funds 9,239 641 96 87 163,920 173,983

Total equity 4,395 571 1,371 546 12,947 19,830

Total carrying value 89,914 19,063 8,554 4,288 204,057 325,876

Fair value 90,731 19,517 8,088 4,288 204,057 326,681

[1] Fair value excludes shares classified as available for sale and carried at cost when a fair value cannot be reliably measured.

Cash flows of assets supporting insurance and investment contract liabilities

are matched within reasonable limits. Changes in the fair values of these

assets are essentially offset by changes in the fair value of insurance and

investment contract liabilities.

Changes in the fair values of assets backing capital and surplus, less related

income taxes, would result in a corresponding change in surplus over time in

accordance with investment accounting policies.

CHANGE IN INSURANCE CONTRACT LIABILITIESThe change in insurance contract liabilities during the year was the result of the following business activities and changes in actuarial estimates:

PARTICIPATING NON-PARTICIPATING



ASSETS NETGROSS


ASSETS NET TOTAL NET

Balance, beginning of year 39,663 (121) 39,784 91,511 5,191 86,320 126,104

Impact of new business 20 – 20 6,062 152 5,910 5,930

Normal change in force 2,312 8 2,304 2,588 162 2,426 4,730

Management action and changes in assumptions (42) (32) (10) (440) (24) (416) (426)

Business movement from/to external parties – – – (100) (25) (75) (75)

Impact of foreign exchange rate changes 940 1 939 2,684 (161) 2,845 3,784

Balance, end of year 42,893 (144) 43,037 102,305 5,295 97,010 140,047

PARTICIPATING NON-PARTICIPATING



ASSETS NETGROSS


ASSETS NET TOTAL NET

Balance, beginning of year 38,003 (74) 38,077 81,970 2,138 79,832 117,909

Business acquisition – – – 6,160 2,963 3,197 3,197

Impact of new business 16 – 16 5,251 (135) 5,386 5,402

Normal change in force 1,049 (13) 1,062 (5,898) 417 (6,315) (5,253)

Management action and changes in assumptions (129) (36) (93) (407) (323) (84) (177)

Business movement from/to external parties – – – (455) (234) (221) (221)

Impact of foreign exchange rate changes 724 2 722 4,890 365 4,525 5,247

Balance, end of year 39,663 (121) 39,784 91,511 5,191 86,320 126,104

NOTE 12 INSURANCE AND INVESTMENT CONTRACT LIABILITIES (CONTINUED)



Under fair value accounting, movement in the fair value of the supporting

assets is a major factor in the movement of insurance contract liabilities.

Changes in the fair value of assets are largely offset by corresponding changes

in the fair value of liabilities. The change in the value of the insurance contract

liabilities associated with the change in the value of the supporting assets is

included in the normal change in force above.

On May 15, 2014, the Canadian Actuarial Standards Board published the

Standards of Practice (Standards) effective October 15, 2014, reflecting

revisions to economic reinvestment assumptions used in the valuation of

insurance contract liabilities.

In 2014, the major contributors to the increase in net insurance contract

liabilities were the impact of new business ($5,930 million increase), the

normal change in the in-force business ($4,730 million increase) which

was primarily due to the change in fair value and the impact of foreign

exchange rate changes ($3,784 million increase). This was partially offset

by management actions and assumption changes ($426 million decrease).

Net non-participating insurance contract liabilities decreased by $416 million

in 2014 due to management actions and assumption changes including a

$193 million decrease in Canada, a $135 million decrease in Europe and an

$88 million decrease in the United States.

The decrease in Canada was primarily due to modelling refinements

($83 million decrease), updated economic assumptions including the

change in Standards ($77 million decrease), updated policyholder behaviour

assumptions ($60 million decrease), updated morbidity assumptions

($44 million decrease), updated expenses and taxes ($10 million decrease)

and updates to other provisions ($6 million decrease), partially offset by

updated mortality assumptions ($62 million increase) and updated longevity

assumptions ($25 million increase).

The decrease in Europe was primarily due to updated longevity assumptions

($110 million decrease), updated economic assumptions including the change

in Standards ($107 million decrease), modelling refinements ($63 million

decrease) and updated morbidity assumptions ($22 million decrease), partially

offset by updated policyholder behaviour assumptions ($142 million increase),

updated mortality assumptions ($20 million increase) and updates to other

provisions ($5 million increase).

The decrease in the United States was primarily due to updated mortality

assumptions ($103 million decrease), updated policyholder behaviour

assumptions ($67 million decrease) and updated longevity assumptions

($6 million decrease), partially offset by modelling refinements ($51 million

increase) and updated economic assumptions including the change in

Standards ($37 million increase).

Net participating insurance contract liabilities decreased by $10 million in 2014

due to management actions and assumption changes. The decrease was

primarily due to higher investment returns ($152 million decrease), updated

expenses and taxes ($144 million decrease), modelling refinements ($68 million

decrease) and updated mortality assumptions ($20 million decrease), partially

offset by increased provisions for future policyholder dividends ($360 million

increase), updated policyholder behaviour assumptions ($13 million increase)

and updated morbidity assumptions ($1 million increase).

In 2013, the major contributors to the increase in net insurance contract

liabilities were the impact of new business ($5,402 million increase), the

impact of foreign exchange rate changes ($5,247 million increase) and the

Irish Life acquisition ($3,197 million increase). This was partially offset by the

normal change in the in-force business ($5,253 million decrease) which was

partly due to the change in fair value.

Net non-participating insurance contract liabilities decreased by $84 million

in 2013 due to management actions and assumption changes including

a $123 million decrease in Canada, a $41 million increase in Europe and a

$2 million decrease in the United States.

The decrease in Canada was primarily due to updated mortality assumptions

($95 million decrease), updated morbidity assumptions ($70 million decrease),

modelling refinements across the Canadian segment ($15 million decrease),

updated economic assumptions ($5 million decrease) and updated expenses

and taxes ($3 million decrease), partially offset by updated policyholder

behaviour assumptions ($63 million increase) and updated longevity


The increase in Europe was primarily due to increased updated policyholder

behaviour assumptions ($55 million increase), increased provisions for

expenses and taxes ($30 million increase), updated morbidity assumptions

($27 million increase) and updates to other provisions ($4 million increase),

partially offset by updates to the life mortality assumptions ($40 million

decrease), updated economic assumptions ($25 million decrease) and

modelling refinements ($11 million decrease).

The decrease in the United States was primarily due to updated life mortality

assumptions ($12 million decrease), partially offset by updated expenses

and taxes ($9 million increase), and updated longevity assumptions

($1 million increase).

Net participating insurance contract liabilities decreased by $93 million

in 2013 due to management actions and assumption changes. The decrease

was primarily due to decreases from higher investment returns ($631 million

decrease), modelling refinements in Canada ($109 million decrease) and

updated expenses and taxes ($88 million decrease), partially offset by

increased provisions for future policyholder dividends ($710 million increase),

updated policyholder behaviour assumptions ($20 million increase), updated

life mortality assumptions ($4 million increase) and updated morbidity




CHANGE IN INVESTMENT CONTRACT LIABILITIES MEASURED AT FAIR VALUE

DECEMBER 31 2014 2013

Balance, beginning of year 889 739

Business acquisitions – 194

Normal change in in-force business (78) (97)

Investment experience 43 19

Management action and changes in assumptions (10) –

Impact of foreign exchange rate changes 13 34

Balance, end of year 857 889

The carrying value of investment contract liabilities approximates their fair value. No investment contract liabilities have been reinsured.

PREMIUM INCOME

DECEMBER 31 2014 2013

Direct premiums 19,926 18,772

Assumed reinsurance premiums 4,760 4,669

Total 24,686 23,441

POLICYHOLDER BENEFITS

DECEMBER 31 2014 2013

Direct 14,892 13,516

Assumed reinsurance 4,471 4,948

Total 19,363 18,464

ACTUARIAL ASSUMPTIONSIn the computation of insurance contract liabilities, valuation assumptions

have been made regarding rates of mortality/morbidity, investment

returns, levels of operating expenses, rates of policy termination and

rates of utilization of elective policy options or provisions. The valuation

assumptions use best estimates of future experience together with

a margin for adverse deviation. These margins are necessary to provide

for possibilities of misestimation and/or future deterioration in the best

estimate assumptions and provide reasonable assurance that insurance

contract liabilities cover a range of possible outcomes. Margins are reviewed

periodically for continued appropriateness.

The methods for arriving at these valuation assumptions are outlined below:

Mortality A life insurance mortality study is carried out annually for each

major block of insurance business. The results of each study are used to update

Lifeco’s experience valuation mortality tables for that business. When there

is insufficient data, use is made of the latest industry experience to derive

an appropriate valuation mortality assumption. The actuarial standards

were amended in 2011 to remove the requirement that, for life insurance, any

reduction in liabilities due to mortality improvement assumptions be offset

by an equal amount of provision for adverse deviation. Appropriate provisions

have been made for future mortality deterioration on term insurance.

Annuitant mortality is also studied regularly and the results are used to

modify established industr y experience annuitant mortality tables.

Mortality improvement has been projected to occur throughout future

years for annuitants.

Morbidity Lifeco uses industry-developed experience tables modified to

reflect emerging Lifeco experience. Both claim incidence and termination

are monitored regularly and emerging experience is factored into the

current valuation.

Property and casualty reinsurance Insurance contract liabilities for

property and casualty reinsurance written by London Reinsurance Group Inc.

(LRG), a subsidiary of London Life, are determined using accepted actuarial

practices for property and casualty insurers in Canada. The insurance

contract liabilities have been established using cash flow valuation

techniques, including discounting. The insurance contract liabilities are

based on cession statements provided by ceding companies. In certain

instances, LRG management adjusts cession statement amounts to reflect

management’s interpretation of the treaty. Differences will be resolved via

audits and other loss mitigation activities. In addition, insurance contract

liabilities also include an amount for incurred but not reported losses which

may differ significantly from the ultimate loss development. The estimates

and underlying methodology are continually reviewed and updated, and

adjustments to estimates are reflected in earnings. LRG analyzes the

emergence of claims experience against expected assumptions for each

reinsurance contract separately and at the portfolio level. If necessary, a more

in-depth analysis is undertaken of the cedant experience.

Investment returns The assets which correspond to the different liability

categories are segmented. For each segment, projected cash flows from

the current assets and liabilities are used in the Canadian Asset Liability

Method to determine insurance contract liabilities. Cash flows from assets

are reduced to provide for asset default losses. Testing under several interest

rate and equity scenarios (including increasing and decreasing rates) is done

to provide for reinvestment risk (refer to Note 21).




Expenses Contractual policy expenses (e.g., sales commissions) and tax

expenses are reflected on a best estimate basis. Expense studies for indirect

operating expenses are updated regularly to determine an appropriate

estimate of future operating expenses for the liability type being valued.

Improvements in unit operating expenses are not projected. An inflation

assumption is incorporated in the estimate of future operating expenses

consistent with the interest rate scenarios projected under the Canadian

Asset Liability Method as inflation is assumed to be correlated with new

money interest rates.

Policy termination Studies to determine rates of policy termination are

updated regularly to form the basis of this estimate. Industry data is also

available and is useful where Lifeco has no experience with specific types of

policies or its exposure is limited. Lifeco has significant exposures in respect

of the T-100 and Level Cost of Insurance Universal Life products in Canada and

policy renewal rates at the end of term for renewable term policies in Canada

and Reinsurance. Industry experience has guided Lifeco’s assumptions for

these products as Lifeco’s own experience is very limited.

Utilization of elective policy options There are a wide range of elective

options embedded in the policies issued by Lifeco. Examples include term

renewals, conversion to whole life insurance (term insurance), settlement

annuity purchase at guaranteed rates (deposit annuities) and guarantee

resets (segregated fund maturity guarantees). The assumed rates of

utilization are based on Lifeco or industry experience when it exists and,

when not, on judgment considering incentives to utilize the option. Generally,

whenever it is clearly in the best interests of an informed policyholder to

utilize an option, then it is assumed to be elected.

Policyholder dividends and adjustable policy features Future

policyholder dividends and other adjustable policy features are included

in the determination of insurance contract liabilities with the assumption

that policyholder dividends or adjustable benefits will change in the future

in response to the relevant experience. The dividend and policy adjustments

are determined consistent with policyholders’ reasonable expectations, such

expectations being influenced by the participating policyholder dividend

policies and/or policyholder communications, marketing material and past

practice. It is Lifeco’s expectation that changes will occur in policyholder

dividend scales or adjustable benefits for participating or adjustable business

respectively, corresponding to changes in the best estimate assumptions,

resulting in an immaterial net change in insurance contract liabilities. Where

underlying guarantees may limit the ability to pass all of this experience

back to the policyholder, the impact of this non-adjustability impacting

shareholder earnings is reflected in the impact of changes in best estimate

assumptions above.

RISK MANAGEMENTInsurance risk Insurance risk is the risk that the insured event occurs

and that there are large deviations between expected and actual actuarial

assumptions, including mortality, persistency, longevity, morbidity, expense

variations and investment returns.

Lifeco is in the business of accepting risk associated with insurance contract

liabilities. Lifeco’s objective is to mitigate its exposure to risk arising from these

contracts through product design, product and geographical diversification,

the implementation of its underwriting strategy guidelines, and through the

use of reinsurance arrangements.

The following table provides information about Lifeco’s insurance contract liabilities’ sensitivities to Lifeco management’s best estimate of the approximate

impact as a result of changes in assumptions used to determine Lifeco’s liability associated with these contracts.

IMPAC T ON NET EARNINGS

2014 2013

Mortality – 2% increase (238) (217)

Annuitant mortality – 2% decrease (272) (272)

Morbidity – 5% adverse change (220) (208)

Investment returns

Parallel shift in yield curve

1% increase – –

1% decrease – –

Change in range of interest rates

1% increase 41 12

1% decrease (383) (322)

Change in equity markets

10% increase 34 34

10% decrease (113) (150)

Change in best estimate returns for equities

1% increase 355 353

1% decrease (372) (392)

Expenses – 5% increase (99) (76)

Policy termination and renewal – 10% adverse change (568) (466)



Concentration risk may arise from geographic regions, accumulation of risks and market risk. The concentration of insurance risk before and after reinsurance

by geographic region is described below.

2014 2013

DECEMBER 31GROSS


ASSETS NETGROSS


ASSETS NET

Canada 59,275 676 58,599 55,005 389 54,616

United States 32,973 245 32,728 28,375 249 28,126

Europe 53,807 4,230 49,577 48,683 4,432 44,251

146,055 5,151 140,904 132,063 5,070 126,993

Reinsurance risk Maximum limits per insured life benefit amount (which

vary by line of business) are established for life and health insurance and

reinsurance is purchased for amounts in excess of those limits.

Reinsurance costs and recoveries as defined by the reinsurance agreement are

reflected in the valuation with these costs and recoveries being appropriately

calibrated to the direct assumptions.

Reinsurance contracts do not relieve Lifeco from its obligations to

policyholders. Failure of reinsurers to honour their obligations could result

in losses to Lifeco. Lifeco evaluates the financial condition of its reinsurers

to minimize its exposure to significant losses from reinsurer insolvencies.

Certain of the reinsurance contracts are on a funds-withheld basis where

Lifeco retains the assets supporting the reinsured insurance contract

liabilities, thus minimizing the exposure to significant losses from reinsurer

insolvency on those contracts.

NOTE 13 OBLIGATION TO SECURITIZATION ENTITIES

IGM securitizes residential mortgages through the Canada Mortgage and

Housing Corporation (CMHC)-sponsored National Housing Act Mortgage-

Backed Securities (NHA MBS) Program and Canada Mortgage Bond (CMB)

Program and through Canadian bank-sponsored asset-backed commercial

paper (ABCP) programs. These transactions do not meet the requirements for

derecognition as IGM retains prepayment risk and certain elements of credit

risk. Accordingly, IGM has retained these mortgages on its balance sheets and

has recorded offsetting liabilities for the net proceeds received as obligations

to securitization entities which are carried at amortized cost.

IGM earns interest on the mortgages and pays interest on the obligations

to securitization entities. As part of the CMB transactions, IGM enters

into a swap transaction whereby IGM pays coupons on CMBs and receives

investment returns on the NHA MBS and the reinvestment of repaid mortgage

principal. A component of this swap, related to the obligation to pay CMB

coupons and receive investment returns on repaid mortgage principal,

is recorded as a derivative and had a negative fair value of $26 million at

December 31, 2014 (a negative fair value of $16 million in 2013).

Under the NHA MBS and CMB Programs, IGM has an obligation to make

timely payments to security holders regardless of whether amounts are

received from mortgagors. All mortgages securitized under the NHA MBS and

CMB Programs are insured by CMHC or another approved insurer under the

program. As part of the ABCP transactions, IGM has provided cash reserves

for credit enhancement which are carried at cost. Credit risk is limited to

these cash reserves and future net interest income as the ABCP Trusts have no

recourse to IGM’s other assets for failure to make payments when due. Credit

risk is further limited to the extent these mortgages are insured.

2014 2013

DECEMBER 31SECURITIZED MORTGAGES

OBLIGATIONS TO SECURI TIZATION

ENTITIES NETSECURITIZED MORTGAGES

OBLIGATIONS TO SECURITIZATION

ENTITIES NET

Carrying value

NHA MBS and CMB Programs 4,611 4,692 (81) 3,803 3,843 (40)

Bank-sponsored ABCP 2,013 2,062 (49) 1,689 1,729 (40)

Total 6,624 6,754 (130) 5,492 5,572 (80)

Fair value 6,820 6,859 (39) 5,659 5,671 (12)

The carrying value of obligations to securitization entities, which is recorded net of issue costs, includes principal payments received on securitized mortgages

that are not due to be settled until after the reporting period. Issue costs are amortized over the life of the obligation on an effective interest rate basis.




NOTE 14 DEBENTURES AND DEBT INSTRUMENTS

2014 2013

DECEMBER 31CARRYING

VALUEFAIR

VALUECARRYING

VALUEFAIR

VALUE

DEBT INSTRUMENTS

GREAT-WEST LIFECO INC.

Commercial paper and other short-term debt instruments with interest rates from 0.21% to 0.22% (0.24% to 0.33% in 2013) 114 114 105 105

Revolving credit facility with interest equal to LIBOR rate plus 0.75% or U.S. prime rate loan (US$355 million; US$450 million at December 31, 2013), unsecured 412 412 477 477

2.3% mortgage payable (€50 million), matures June 30, 2015 70 70 75 75

Term note due October 18, 2015, bearing an interest rate of LIBOR rate plus 0.75%, (US$304 million) – repaid in full on December 22, 2014, unsecured – – 322 322

Notes payable with interest rate of 8.0% due May 6, 2014, unsecured – – 1 1

TOTAL DEBT INSTRUMENTS 596 596 980 980

DEBENTURES


6.90% debentures, due March 11, 2033, unsecured 250 335 250 304

GREAT-WEST LIFECO INC.

5.25% subordinated debentures due February 8, 2017, including associated fixed to floating swap (€200 million), unsecured 298 313 317 321

6.14% debentures due March 21, 2018, unsecured 200 226 199 227

4.65% debentures due August 13, 2020, unsecured 498 557 498 539

2.50% debentures due April 18, 2023, (€500 million) unsecured 695 773 729 713

6.40% subordinated debentures due December 11, 2028, unsecured 100 129 100 117

6.74% debentures due November 24, 2031, unsecured 192 268 192 246

6.67% debentures due March 21, 2033, unsecured 391 536 391 493

6.625% deferrable debentures due November 15, 2034, (US$175 million) unsecured 200 230 182 184

5.998% debentures due November 16, 2039, unsecured 342 450 342 405

Subordinated debentures due May 16, 2046, bearing an interest rate of 7.153% until May 16, 2016 and, thereafter, a rate of 2.538% plus the 3-month LIBOR rate, (US$300 million) unsecured 348 354 317 328

Subordinated debentures due June 21, 2067, bearing an interest rate of 5.691% until June 21, 2017 and, thereafter, at a rate equal to the Canadian 90-day bankers’ acceptance rate plus 1.49%, unsecured 997 1,087 996 1,097

Subordinated debentures due June 26, 2068, bearing an interest rate of 7.127% until June 26, 2018 and, thereafter, at a rate equal to the Canadian 90-day bankers’ acceptance rate plus 3.78%, unsecured 498 583 497 583

IGM FINANCIAL INC.

6.58% debentures 2003 Series, due March 7, 2018, unsecured 150 171 150 172

7.35% debentures 2009 Series, due April 8, 2019, unsecured 375 450 375 450

6.65% debentures 1997 Series, due December 13, 2027, unsecured 125 160 125 146

7.45% debentures 2001 Series, due May 9, 2031, unsecured 150 208 150 189


7.11% debentures 2003 Series, due March 7, 2033, unsecured 150 205 150 185


Debentures held by Lifeco as investments (43) (54) (40) (49)

TOTAL DEBENTURES 6,291 7,469 6,295 7,086

6,887 8,065 7,275 8,066

On April 18, 2013 Lifeco issued €500 million of 10-year, 2.50% senior euro bonds in connection with the acquisition of Irish Life.


The principal payments on debentures and debt instruments in each of the next five years are as follows:

2015 596

2016 –

2017 280

2018 350

2019 375

Thereafter 5,286

NOTE 15 OTHER LIABILITIES

DECEMBER 31 2014 2013

Bank overdraft 447 380

Accounts payable 1,828 1,935

Dividends and interest payable 401 362

Income taxes payable 768 1,014

Deferred income reserve 429 451

Capital trust debentures 162 163

Deposits and certificates 223 187

Funds held under reinsurance contracts 313 270

Pension and other post-employment benefits [Note 24] 1,661 1,194

Other 1,061 1,105

7,293 7,061

Total other liabilities of $4,468 million as at December 31, 2014 are expected to be settled within 12 months.

DEFERRED INCOME RESERVEChanges in the deferred income reserve of Lifeco are as follows:

DECEMBER 31 2014 2013

Balance, beginning of year 451 427

Additions 57 70

Amortization (38) (39)

Foreign exchange 10 38

Disposals (51) (45)

Balance, end of year 429 451

CAPITAL TRUST DEBENTURES

2014 2013

DECEMBER 31CARRYING

VALUEFAIR

VALUECARRYING

VALUEFAIR

VALUE

Canada Life Capital Trust (CLCT)

7.529% capital trust debentures due June 30, 2052, unsecured 150 220 150 205

Acquisition-related fair value adjustment 12 – 13 –

162 220 163 205

CLCT, a trust established by Canada Life, had issued $150 million of Canada

Life Capital Securities – Series B (CLiCS – Series B), the proceeds of which

were used by CLCT to purchase Canada Life senior debentures in the amount

of $150 million.

Distributions and interest on the capital trust debentures are classified as

financing charges on the statements of earnings (see Note 23). The fair value

for capital trust securities is determined by the bid-ask price.

Subject to regulatory approval, CLCT may redeem the CLiCS – Series B,

in whole or in part, at any time.

NOTE 14 DEBENTURES AND DEBT INSTRUMENTS (CONTINUED)



NOTE 16 INCOME TAXES

EFFECTIVE INCOME TAX RATEThe Corporation’s effective income tax rate is derived as follows:


% %

Combined statutory Canadian federal and provincial tax rates 26.5 26.5

Increase (decrease) in the income tax rate resulting from:

Non-taxable investment income (3.4) (4.4)

Lower effective tax rates on income not subject to tax in Canada (4.0) (2.0)

Earnings of investments in associates and in jointly controlled corporations (1.3) (1.0)

Other 1.4 (0.7)

Effective income tax rate 19.2 18.4

INCOME TAXESThe components of income tax expense recognized in the statements of earnings are:


Current taxes

In respect of the current year 585 775

Previously unrecognized tax loss, tax credit or temporary differences of prior period 9 –

Other (33) (11)

561 764

Deferred taxes

Origination and reversal of temporary differences 346 (18)

Effect of change in tax rates or imposition of new taxes 13 (13)

Write-down or reversal of previous write-down of deferred tax assets (62) –

Recognition of previously unrecognized tax losses and deductible temporary differences (29) (6)

Other 5 (49)

273 (86)

834 678

The following table shows aggregate current and deferred taxes relating to items not recognized in the statements of earnings:

2014 2013

DECEMBER 31

OTHER COMPREHENSIVE

INCOME EQUITY

OTHER COMPREHENSIVE

INCOME EQUITY

Current taxes 29 – (14) –

Deferred taxes (168) (1) 106 2

(139) (1) 92 2


DEFERRED TAXESDeferred taxes are attributable to the following items:

DECEMBER 312014 2013

[NOTE 33]

Loss carry forwards 1,507 1,335

Investments (796) (541)

Insurance and investment contract liabilities (594) (518)

Deferred selling commissions (190) (184)

Intangible assets (294) (221)

Other 313 121

(54) (8)

Presented on the balance sheets as follows:

Deferred tax assets 1,707 1,211

Deferred tax liabilities (1,761) (1,219)

(54) (8)

A deferred tax asset is recognized for deductible temporary differences and

unused tax attributes only to the extent that realization of the related income

tax benefit through future taxable profits is probable.

Recognition is based on the fact that it is probable that the entity will have

taxable profits and/or tax planning opportunities available to allow the

deferred tax asset to be utilized. Changes in circumstances in future periods

may adversely impact the assessment of the recoverability. The uncertainty

of the recoverability is taken into account in establishing the deferred tax

assets. The annual financial planning process provides a significant basis for

the measurement of deferred tax assets.

Management of the Corporation and of its subsidiaries assess the

recoverability of the deferred tax asset carrying values based on future years’

taxable income projections and believes the carrying values of the deferred

tax assets as of December 31, 2014 are recoverable.

At December 31, 2014, Lifeco had tax loss carry forwards totalling $4,200 million

($4,110 million in 2013). Of this amount, $3,954 million expires between 2015 and

2034, while $246 million has no expiry date. Lifeco will realize this benefit in

future years through a reduction in current income taxes payable.

One of Lifeco’s subsidiaries has had a history of recent losses. The subsidiary

has a net deferred tax asset balance of $1,100 million (US$949 million) as at

December 31, 2014 composed principally of net operating losses and future

deductions related to goodwill which has been previously impaired for

accounting purposes. Management of Lifeco has concluded that it is probable

that the subsidiary and other historically profitable subsidiaries with which

it files or intends to file a consolidated United States income tax return

will generate sufficient taxable income against which the unused United

States losses and deductions will be utilized. The future taxable income is

derived principally from tax planning strategies, some of which have already

been executed.

As at December 31, 2014, the Corporation and its subsidiaries have non-capital

losses of $201 million ($213 million in 2013) available to reduce future taxable

income for which the benefits have not been recognized. These losses expire

from 2026 to 2034. In addition, the Corporation and its subsidiaries have

capital loss carry forwards of $133 million ($133 million in 2013) that can be

used indefinitely to offset future capital gains for which the benefits have

not been recognized.

A deferred tax liability has not been recognized in respect of the temporary

differences associated with investments in subsidiaries, branches, associates,

and jointly controlled corporations as the Corporation and its subsidiaries

are able to control the timing of the reversal of the temporary differences

and it is probable that the temporary differences will not reverse in the

foreseeable future.

NOTE 16 INCOME TAXES (CONTINUED)



NOTE 17 STATED CAPITAL

AUTHORIZEDThe authorized capital of Power Financial consists of an unlimited number of First Preferred Shares, issuable in series; an unlimited number of Second Preferred

Shares, issuable in series; and an unlimited number of common shares.

ISSUED AND OUTSTANDING

2014 2013

DECEMBER 31NUMBER

OF SHARESSTATED

CAPITALNUMBER

OF SHARESSTATED

CAPITAL

FIRST PREFERRED SHARES (perpetual)Series A [i] 4,000,000 100 4,000,000 100Series D [ii] 6,000,000 150 6,000,000 150Series E

[ii] 8,000,000 200 8,000,000 200Series F [ii] 6,000,000 150 6,000,000 150Series H [ii] 6,000,000 150 6,000,000 150Series I [ii] 8,000,000 200 8,000,000 200Series K [ii] 10,000,000 250 10,000,000 250Series L [ii] 8,000,000 200 8,000,000 200Series M [iii] – – 7,000,000 175Series O [ii] 6,000,000 150 6,000,000 150Series P [ii] 11,200,000 280 11,200,000 280Series R [ii] 10,000,000 250 10,000,000 250Series S [ii] 12,000,000 300 12,000,000 300Series T [ii] 8,000,000 200 8,000,000 200

2,580 2,755

COMMON SHARESBalance, beginning of year 711,173,680 721 709,104,080 664

Issued under Stock Option Plan 550,000 22 2,069,600 57

Balance, end of year 711,723,680 743 711,173,680 721

FIRST PREFERRED SHARES[i] The Series A First Preferred Shares are entitled to an annual cumulative dividend, payable quarterly at a floating rate equal to 70% of the prime rate of two

major Canadian chartered banks and are redeemable, at the Corporation’s option, at $25.00 per share, together with all declared and unpaid dividends to,

but excluding, the date of redemption.

[ii] The following First Preferred Shares series are entitled to fixed non-cumulative preferential cash dividends payable quarterly. The Corporation may redeem for

cash the First Preferred Shares, in whole or in part, at the Corporation’s option, with all declared and unpaid dividends to, but excluding, the date of redemption.

FIRST PREFERRED SHARESCASH DIVIDENDS

PAYABLE QUARTERLYEARLIEST ISSUERREDEMPTION DATE

REDEMPTIONPRICE

($/SHARE) ($/SHARE)

Non-cumulative, fixed rateSeries D, 5.50% 0.343750 Currently redeemable 25.00Series E, 5.25% 0.328125 Currently redeemable 25.00Series F, 5.90% 0.368750 Currently redeemable 25.00Series H, 5.75% 0.359375 Currently redeemable 25.00Series I, 6.00% 0.375000 Currently redeemable 25.00Series K, 4.95% 0.309375 Currently redeemable 25.00Series L, 5.10% 0.318750 Currently redeemable 25.25Series O, 5.80% 0.362500 Currently redeemable 26.00Series R, 5.50% 0.343750 April 30, 2017 26.00Series S, 4.80% 0.300000 April 30, 2018 26.00

Non-cumulative, 5-year rate reset [1]

Series P, 4.40% 0.275000 January 31, 2016 25.00Series T, 4.20% 0.262500 January 31, 2019 25.00

[1] The dividend rate will reset on the earliest issuer redemption date and every fifth year thereafter at a rate equal to the 5-year Government of Canada bond yield plus a reset spread (1.60% for Series P and 2.37% for Series T). The holders have the option to convert their shares into non-cumulative floating rate First Preferred Shares subject to certain conditions on the earliest redemption date and every fifth year thereafter at a rate equal to the three-month Government of Canada Treasury Bill rate plus the reset spread indicated.

[iii] On January 31, 2014, the Corporation redeemed all of its 6.00% Non-Cumulative First Preferred Shares, Series M for cash consideration of $175 million.


COMMON SHARESDuring the year 2014, 550,000 common shares (2,069,600 in 2013) were issued under the Corporation’s Employee Stock Option Plan for a consideration of

$17 million ($45 million in 2013).

Dividends declared on the Corporation’s common shares in 2014 amounted to $1.40 per share ($1.40 per share in 2013).

NOTE 18 SHARE-BASED COMPENSATION

STOCK OPTION PLANUnder Power Financial’s Employee Stock Option Plan, 13,871,600 common shares are reserved for issuance. The plan requires that the exercise price of the

option must not be less than the market value of a share on the date of the grant of the option. Generally, options granted vest on a delayed basis over periods

beginning no earlier than one year from the date of grant and no later than five years from the date of grant. Options recently granted, which are not fully

vested, have the following vesting conditions:

YEAR OF GRANT OPTIONS VESTING CONDITIONS

2010 679,525 Vest equally over a period of five years


2011 34,423 Vest 50% after three years and 50% after four years






2014 1,094,212 Vest 50% after three years and 50% after four years

A summary of the status of Power Financial’s Employee Stock Option Plan as at December 31, 2014 and 2013, and changes during the years ended on those

dates is as follows:

2014 2013

OPTIONSWEIGHTED-AVERAGE

EXERCISE PRICE OPTIONSWEIGHTED-AVERAGE

EXERCISE PRICE

$ $

Outstanding at beginning of year 7,522,386 30.56 8,835,797 28.32

Granted 1,658,091 34.15 756,189 32.44

Exercised (550,000) 31.76 (2,069,600) 21.65

Outstanding at end of year 8,630,477 31.18 7,522,386 30.56

Options exercisable at end of year 5,483,586 30.93 5,468,569 31.29

NOTE 17 STATED CAPITAL (CONTINUED)



The following table summarizes information about stock options outstanding at December 31, 2014:

OPTIONS OUTSTANDING OPTIONS EXERCISABLE

RANGE OF EXERCISE PRICES OPTIONSWEIGHTED-AVERAGE

REMAINING LIFEWEIGHTED-AVERAGE

EXERCISE PRICE OPTIONSWEIGHTED-AVERAGE

EXERCISE PRICE

$ (YRS) $ $

25.07 – 26.37 1,525,467 6.8 25.84 821,360 25.97

28.13 – 29.95 1,532,879 4.5 28.96 1,374,600 29.02

30.18 – 31.59 602,383 4.2 31.42 538,139 31.52

32.24 1,515,000 0.4 32.24 1,515,000 32.24

32.46 – 32.58 741,006 8.4 32.57 178,836 32.55

34.01 – 34.42 1,658,091 9.5 34.15 – –

34.46 – 37.13 1,055,651 3.2 34.81 1,055,651 34.81

8,630,477 5.3 31.18 5,483,586 30.93

Compensation expense During the year ended December 31, 2014, Power Financial granted 1,658,091 options (756,189 options in 2013) under

its Employee Stock Option Plan. The fair value of these options was estimated using the Black-Scholes option-pricing model with the following

weighted-average assumptions:

2014 2013

Dividend yield 4.8% 5.0%

Expected volatility 19.8% 18.3%

Risk-free interest rate 2.1% 2.3%

Expected life (years) 9 9

Fair value per stock option ($/option) $3.27 $2.78

Weighted-average exercise price ($/option) $34.15 $32.44

Expected volatility has been estimated based on the historical volatility of the Corporation’s share price over nine years, which is reflective of the expected

option life.

Lifeco and IGM have also established stock option plans pursuant to which

options may be granted to certain officers and employees. In addition, other

subsidiaries of the Corporation have established share-based compensation

plans. Compensation expense is recorded based on the fair value of the

options or the fair value of the equity investments at the grant date,

amortized over the vesting period. Total compensation expense relating to

the stock options granted by the Corporation and its subsidiaries amounted

to $50 million in 2014 ($15 million in 2013).

PERFORMANCE SHARE UNIT PLANPower Financial established a Performance Share Unit (PSU) Plan for selected

employees and officers (participants) to assist in retaining and further

aligning the interests of participants with those of the shareholders. Under

the terms of the Plan, PSUs may be awarded annually and are subject to time

and performance vesting conditions. The value of each PSU is based on the

share price of the Corporation’s common shares. The PSUs are cash settled

and vest over a three-year period. Participants can elect at the time of grant

to receive a portion of their PSUs in the form of performance deferred share

units (PDSU) which also vest over a three-year period. PDSUs are redeemable

when a participant is no longer an employee of the Corporation or any of

its affiliates, or in the event of the death of the participant, by a lump-sum

payment based on the value of the PDSU at that time. Additional PSUs and

PDSUs are issued in respect of dividends payable on common shares based

on the value of the PSU or PDSU at the dividend payment date. For the year

ended December 31, 2014, the Corporation recognized compensation expenses

of $2 million ($1 million in 2013) for the PSU Plan recorded in operating and

administrative expenses on the statement of earnings. The carrying value of

the PSU liability is $4 million ($1 million in 2013) recorded within other liabilities.

DEFERRED SHARE UNIT PLANPower Financial established a Deferred Share Unit Plan for its Directors to

promote a greater alignment of interests between Directors and shareholders

of the Corporation. Under this Plan, each Director participating in the Plan

will receive half of his annual retainer in the form of deferred share units and

may elect to receive the remainder of his annual retainer and attendance

fees entirely in the form of deferred share units, entirely in cash, or equally in

cash and deferred share units. The number of deferred share units granted

is determined by dividing the amount of remuneration payable by the five-

day-average closing price on the Toronto Stock Exchange of the common

shares of the Corporation on the last five days of the fiscal quarter (the

value of a deferred share unit). A Director will receive additional deferred

share units in respect of dividends payable on the common shares, based on

the value of a deferred share unit on the date on which the dividends were

paid on the common shares. A deferred share unit is payable, at the time a

Director’s membership on the Board is terminated (provided the Director is

not then a director, officer or employee of the Corporation or an affiliate of

the Corporation), or in the event of the death of a Director, by a lump-sum

cash payment, based on the value of a deferred share unit at that time. At

December 31, 2014, the value of the deferred share units outstanding was

$19 million ($18 million in 2013). Alternatively, Directors may participate in the

Share Purchase Plan for Directors.

NOTE 18 SHARE-BASED COMPENSATION (CONTINUED)


EMPLOYEE SHARE PURCHASE PROGRAMPower Financial established an Employee Share Purchase Program, giving

employees the opportunity to subscribe for up to 6% of their gross salary to

purchase Subordinate Voting Shares of Power Corporation of Canada on the

open market and to have Power Financial invest, on the employee’s behalf,

up to an equal amount.

OTHER SHARE-BASED AWARDS OF SUBSIDIARIESThe subsidiaries of the Corporation have also established other share-based

awards for their directors, management and employees. Some of these

share-based awards are cash settled and included within other liabilities on

the balance sheets. The compensation expense related to these subsidiary

share-based awards is recorded in operating and administrative expenses on

the statements of earnings.

NOTE 19 NON-CONTROLLING INTERESTS

The Corporation has controlling equity interests in Lifeco and IGM as at December 31, 2014 and December 31, 2013. The non-controlling interests of Lifeco and

IGM and their subsidiaries reflected in the balance sheets are as follows:

2014 2013

DECEMBER 31 LIFECO IGM TOTAL LIFECO IGM TOTAL

Non-controlling interests, beginning of year 9,064 1,877 10,941 8,327 1,775 10,102

Prior period adjustments [Note 33] – – – (46) – (46)

Restated balance, beginning of year 9,064 1,877 10,941 8,281 1,775 10,056

Earnings allocated to non-controlling interests 957 291 1,248 683 301 984

Other comprehensive income (loss) allocated to non-controlling interests 121 (22) 99 301 10 311

Dividends (478) (215) (693) (472) (213) (685)

Issuance of preferred shares 200 – 200 – – –

Repurchase of preferred shares – – – (230) – (230)

Change in ownership interest and other [1] 109 (21) 88 501 4 505

Non-controlling interests, end of year 9,973 1,910 11,883 9,064 1,877 10,941

[1] Change in ownership in Lifeco in 2013 is mainly attributable to the issuance of Lifeco’s common shares in regards to the acquisition of Irish Life (Note 3). Other changes in ownership in 2014 and 2013 are due to the issuance of common shares under stock option plans as well as the repurchase of common shares by the Corporation and its subsidiaries.

The carrying value of non-controlling interests consists of the following:

2014 2013

DECEMBER 31 LIFECO IGM TOTAL LIFECO IGM TOTAL

Common shareholders 4,979 1,760 6,739 4,396 1,727 6,123

Preferred shareholders 2,514 150 2,664 2,314 150 2,464

Participating account surplus 2,480 – 2,480 2,354 – 2,354

9,973 1,910 11,883 9,064 1,877 10,941

As at December 31, 2014, Power Financial and IGM held 67.2% and 4.0%, respectively, of Lifeco’s common shares, representing approximately 65.0% of the

voting rights attached to the outstanding Lifeco voting shares.

NOTE 18 SHARE-BASED COMPENSATION (CONTINUED)



Lifeco and IGM’s financial information as at and for the year ended December 31, 2014 can be obtained from their publicly available financial statements.

Summarized financial information for Lifeco and IGM is as follows:

2014 2013

AS AT AND FOR THE YEARS ENDED LIFECO IGM LIFECO IGM

BALANCE SHEET

Assets 356,709 14,417 325,876 12,880

Liabilities 334,812 9,576 306,046 8,172

Equity 21,897 4,841 19,830 4,708

COMPREHENSIVE INCOME

Net earnings 2,761 762 2,318 771

Other comprehensive income (loss) 325 (28) 1,004 49

CASH FLOWS

Operating activities 5,443 741 5,026 715

Financing activities (1,685) 625 493 117

Investing activities (4,129) (1,232) (4,813) (808)

NOTE 20 CAPITAL MANAGEMENT

As a holding company, Power Financial’s objectives in managing its capital

are to:

> provide attractive long-term returns to shareholders of the Corporation;

> provide sufficient financial flexibility to pursue its growth strategy and

invest in its group companies as it determines to be appropriate; and

> maintain an appropriate credit rating to ensure stable access to the

capital markets.

The Corporation manages its capital taking into consideration the risk

characteristics and liquidity of its holdings. In order to maintain or adjust its

capital structure, the Corporation may adjust the amount of dividends paid

to shareholders, return capital to shareholders or issue capital.

The capital structure of the Corporation consists of preferred shares,

debentures and equity composed of stated capital, retained earnings and

non-controlling interests. The Corporation utilizes perpetual preferred shares

as a permanent and cost-effective source of capital. The Corporation is a long-

term investor and as such holds positions in long-term investments as well

as cash and short-term investments for liquidity purposes.

The Board of Directors of the Corporation and the boards of directors of its

subsidiaries are responsible for their capital management. Management of

the Corporation and its subsidiaries are responsible for establishing capital

management procedures and for implementing and monitoring their capital

plans. The Board of Directors of the Corporation and the boards of directors

of its subsidiaries review and approve capital transactions such as issuance,

redemption and repurchase of common shares, perpetual preferred shares

and debentures.

The Corporation itself is not subject to externally imposed regulatory capital

requirements. Certain of the Corporation’s major operating subsidiaries

(Lifeco and IGM) are subject to regulatory capital requirements and they

manage their capital as described below.

LIFECOLifeco manages its capital on both a consolidated basis as well as at the

individual operating subsidiary level. The primary objectives of Lifeco’s capital

management strategy are:

> to maintain the capitalization of its regulated operating subsidiaries

at a level that will exceed the relevant minimum regulatory capital

requirements in the jurisdictions in which they operate;

> to maintain strong credit and financial strength ratings of Lifeco ensuring

stable access to capital markets; and

> to provide an efficient capital structure to maximize shareholder value in

the context of Lifeco’s operational risks and strategic plans.

Lifeco has established policies and procedures designed to identify,

measure and report all material risks. Management of Lifeco is responsible

for establishing capital management procedures for implementing and

monitoring the capital plan.

Lifeco’s subsidiaries Great-West Life, Great-West Life & Annuity and

Canada Life UK are subject to minimum regulatory capital requirements.

Lifeco’s practice is to maintain the capitalization of its regulated operating

subsidiaries at a level that will exceed the relevant minimum regulatory

capital requirements in the jurisdictions in which they operate:

> In Canada, the Office of the Superintendent of Financial Institutions

has established a capital adequacy measurement for life insurance

companies incorporated under the Insurance Companies Act (Canada) and

their subsidiaries, known as the Minimum Continuing Capital and Surplus

Requirements (MCCSR). As at December 31, 2014, the MCCSR ratio for

Great-West Life was 224% (223% at December 31, 2013).

> At December 31, 2014, the Risk-Based Capital ratio (RBC) of Great-West

Life & Annuity, Lifeco’s regulated U.S. operating company, was estimated

to be 453% of the Company Action Level set by the National Association of

Insurance Commissioners. Great-West Life & Annuity reports its RBC ratio

annually to U.S. insurance regulators.

NOTE 19 NON-CONTROLLING INTERESTS (CONTINUED)


> In the United Kingdom, Canada Life UK is required to satisfy the capital

resources requirements set out in the Integrated Prudential Sourcebook,

part of the Prudential Regulatory Authority Handbook. The capital

requirements are prescribed by a formulaic capital requirement (Pillar 1) and

an individual capital adequacy framework which requires an entity to self-

assess an appropriate amount of capital it should hold, based on the risks

encountered from its business activities. At the end of 2014, Canada Life UK

complied with the capital resource requirements in the United Kingdom.

> Other foreign operations and foreign subsidiaries of Lifeco are required

to comply with local capital or solvency requirements in their respective

jurisdictions. At December 31, 2014 and 2013, Lifeco maintained capital

levels above the minimum local regulatory requirements in each of its

other foreign operations.

IGM FINANCIALIGM’s capital management objective is to maximize shareholder returns

while ensuring that IGM is capitalized in a manner which appropriately

supports regulatory capital requirements, working capital needs and business

expansion. IGM’s capital management practices are focused on preserving

the quality of its financial position by maintaining a solid capital base and a

strong balance sheet.

IGM’s capital is primarily utilized in its ongoing business operations to support

working capital requirements, long-term investments made by IGM, business

expansion and other strategic objectives.

IGM subsidiaries subject to regulator y capital requirements include

investment dealers, mutual fund dealers, exempt market dealers, portfolio

managers, investment fund managers and a trust company. IGM subsidiaries

are required to maintain minimum levels of capital based on either working

capital, liquidity or shareholders’ equity. IGM subsidiaries have complied with

all regulatory capital requirements.

NOTE 21 RISK MANAGEMENT

The Corporation and its subsidiaries have established policies, guidelines

or procedures designed to identify, measure, monitor and mitigate risks

associated with financial instruments. The key risks related to financial

instruments are liquidity risk, credit risk and market risk.

> Liquidity risk is the risk that the Corporation and its subsidiaries will not be

able to meet all cash outflow obligations as they come due.

> Credit risk is the potential for financial loss to the Corporation and its

subsidiaries if a counterparty in a transaction fails to meet its obligations.

> Market risk is the risk that the fair value or future cash flows of a financial

instrument will fluctuate as a result of changes in market factors. Market

factors include three types of risks: currency risk, interest rate risk and

equity price risk.

> Currency risk relates to the Corporation, its subsidiaries and its jointly

controlled corporations and associates operating in different currencies

and converting non-Canadian earnings at different points in time at

different foreign exchange levels when adverse changes in foreign

currency exchange rates occur.

> Interest rate risk is the risk that the fair value of future cash flows of a

financial instrument will fluctuate because of changes in the market

interest rates.

> Equity price risk is the uncertainty associated with the valuation of

assets arising from changes in equity markets.

This note includes estimates of sensitivities and risk exposure measures for

certain risks, such as the sensitivity due to specific changes in interest rate

levels projected and market prices as at the valuation date. Actual results can

differ significantly from these estimates for a variety of reasons, including:

> assessment of the circumstances that led to the scenario may lead

to changes in (re)investment approaches and interest rate scenarios

considered;

> changes in actuarial, investment return and future investment activity

assumptions;

> actual experience differing from the assumptions;

> changes in business mix, effective tax rates and other market factors;

> interactions among these factors and assumptions when more than one

changes; and

> the general limitations of internal models.

For these reasons, the sensitivities should only be viewed as directional

estimates of the underlying sensitivities for the respective factors based on

the assumptions outlined above. Given the nature of these calculations, the

Corporation cannot provide assurance that the actual impact on net earnings

attributed to shareholders will be as indicated.

POWER FINANCIAL

LIQUIDITY RISKPower Financial is a holding company. As such, corporate cash flows from

operations, before payment of dividends to its common and preferred

shareholders, are principally made up of dividends received from its subsidiaries

and jointly controlled corporation, and income from investments, less

operating expenses, financing charges and income taxes. The ability of Lifeco

and IGM, which are also holding companies, to meet their obligations and

pay dividends is dependent upon receipt of dividends from their subsidiaries.

The Corporation regularly reviews its liquidity requirements and seeks

to maintain a sufficient level of liquidity to meet its operating expenses,

financing charges and payment of preferred share dividends for a reasonable

period of time. If required, the ability of Power Financial to arrange additional

financing in the future will depend in part upon prevailing market conditions

as well as the business performance of Power Financial and its subsidiaries.

Principal payments on debentures (other than those of Lifeco and IGM

discussed below) of $250 million due after five years represent the only

significant contractual liquidity requirement of Power Financial.

Power Financial’s management of liquidity risk have not changed materially

since December 31, 2013.

NOTE 20 CAPITAL MANAGEMENT (CONTINUED)



CREDIT RISKFixed income securities, and derivatives are subject to credit risk. The

Corporation mitigates credit risk its fixed income securities by adhering to an

investment policy that outlines credit risk parameters and concentration limits.

Fixed income securities, which are included in investments and in cash and cash

equivalents, consist primarily of bonds, bankers’ acceptances and highly liquid

temporary deposits with Canadian chartered banks and banks in juridictions

where Power Financial operates as well as bonds and short-term securities of,

or guaranteed by, the Canadian or U.S. governments. The Corporation regularly

reviews the credit ratings of its counterparties. The maximum exposure to credit

risk on these financial instruments is their carrying value.

Derivatives continue to be utilized on a basis consistent with the risk

management guidelines of the Corporation and are monitored by the

Corporation for effectiveness as economic hedges even if specific hedge

accounting requirements are not met. The Corporation regularly reviews the

credit ratings of derivative financial instrument counterparties. Derivative

contracts are over-the-counter with counterparties that are highly rated

financial institutions.

Power Financial’s exposure to and management of credit risk related to

cash and cash equivalents, fixed income securities and derivatives have not

changed materially since December 31, 2013.

MARKET RISKCurrency risk Power Financial’s financial instruments are comprised of

cash and cash equivalents, fixed income securities and long-term debt. In

managing its own cash and cash equivalents, Power Financial may hold

cash balances denominated in foreign currencies and thus be exposed to

fluctuations in exchange rates. In order to protect against such fluctuations,

Power Financial may from time to time enter into currency-hedging

transactions with highly rated financial institutions. As at December 31,

2014, approximately 90% of Power Financial’s cash and cash equivalents, and

fixed income securities were denominated in Canadian dollars or in foreign

currencies with currency hedges in place.

Power Financial is exposed through Parjointco to foreign exchange risk as

a result of Parjointco’s investment in Pargesa, a company whose functional

currency is the Swiss franc. Foreign currency translation gains and losses from

Pargesa are recorded in other comprehensive income.

Interest rate risk Power Financial’s financial instruments are cash and cash

equivalents, fixed income securities and long-term debt that do not have

significant exposure to interest rate risk.

Equity price risk Power Financial’s financial instruments are cash and cash

equivalents, fixed income securities and long-term debt that do not have

exposure to equity price risk.

Pargesa indirectly holds substantial investments classified as available

for sale; unrealized gains and losses on these investments are recorded

in other comprehensive income until realized. These investments are

reviewed periodically to determine whether there is objective evidence of

an impairment in value.

LIFECO

The risk committee of the board of directors of Lifeco is responsible for the

oversight of Lifeco’s key risks.

LIQUIDITY RISKThe following policies and procedures are in place to manage liquidity risk:

> Lifeco closely manages operating liquidity through cash flow matching

of assets and liabilities and forecasting earned and required yields, to

ensure consistency between policyholder requirements and the yield

of assets. Approximately 70% (approximately 69% in 2013) of insurance

and investment contract liabilities are non-cashable prior to maturity or

subject to fair value adjustments.

> Management of Lifeco monitors the use of lines of credit on a regular basis,

and assesses the ongoing availability of these and alternative forms of

operating credit.

> Management of Lifeco closely monitors the solvency and capital positions

of its principal subsidiaries opposite liquidity requirements at the holding

company. Additional liquidity is available through established lines of

credit or via capital market transactions. Lifeco maintains $350 million of

liquidity at the Lifeco level through committed lines of credit with Canadian

chartered banks. As well, Lifeco maintains a $150 million liquidity facility

at Great-West Life, a US$500 million revolving credit agreement with a

syndicate of banks for use by Putnam, and a US$50 million line of credit at

Great-West Financial.

In the normal course of business, Lifeco enters into contracts that give rise to commitments of future minimum payments that impact short-term and long-

term liquidity. The following table summarizes the principal repayment schedule of certain of Lifeco’s financial liabilities.

PAYMENTS DUE BY PERIOD

DECEMBER 31, 2014 1 YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARSOVER

5 YEARS TOTAL

Debentures and debt instruments 596 – 280 200 – 4,295 5,371

Capital trust debentures [1] – – – – – 150 150

Purchase obligations 71 34 26 17 16 16 180

Pension contributions 175 – – – – – 175

842 34 306 217 16 4,461 5,876

[1] Payments due have not been reduced to reflect that Lifeco held capital trust securities of $37 million principal amount ($51 million carrying value).

NOTE 21 RISK MANAGEMENT (CONTINUED)


CREDIT RISKThe following policies and procedures are in place to manage credit risk:

> Investment guidelines are in place that require only the purchase of

investment-grade assets and minimize undue concentration of assets in

any single geographic area, industry and company.

> Investment guidelines specify minimum and maximum limits for each asset

class. Credit ratings are determined by recognized external credit rating

agencies and/or internal credit review.

> Investment guidelines also specify collateral requirements.

> Portfolios are monitored continuously, and reviewed regularly with the

risk committee and the investment committee of the board of directors

of Lifeco.

> Credit risk associated with derivative instruments is evaluated quarterly

based on conditions that existed at the balance sheet date, using practices

that are at least as conservative as those recommended by regulators.

> Lifeco is exposed to credit risk relating to premiums due from policyholders

during the grace period specified by the insurance policy or until the policy

is paid up or terminated. Commissions paid to agents and brokers are

netted against amounts receivable, if any.

> Reinsurance is placed with counterparties that have a good credit

rating and concentration of credit risk is managed by following policy

guidelines set each year by the board of directors of Lifeco. Management

of Lifeco continuously monitors and performs an assessment of the

creditworthiness of reinsurers.

Maximum exposure to credit risk for Lifeco The following table summarizes Lifeco’s maximum exposure to credit risk related to financial instruments.

The maximum credit exposure is the carrying value of the asset net of any allowances for losses.

DECEMBER 31 2014 2013


Bonds

Fair value through profit or loss 80,000 70,144

Available for sale 9,990 7,915

Loans and receivables 13,178 11,855


Loans to policyholders 7,711 7,332

Funds held by ceding insurers [1] 12,154 10,832

Reinsurance assets 5,151 5,070

Interest due and accrued 1,286 1,242

Accounts receivable 1,172 1,248

Premiums in course of collection 598 578

Trading account assets 405 376

Finance leases receivable 285 –

Other financial assets [2] 715 831

Derivative assets 652 593

Total balance sheet maximum credit exposure 156,341 139,870

[1] Includes $10,758 million as at December 31, 2014 ($9,848 million as at December 31, 2013) of funds held by ceding insurers where Lifeco retains the credit risk of the assets supporting the liabilities ceded (see Note 6).

[2] Includes items such as current income taxes receivable and miscellaneous other assets of Lifeco.

Credit risk is also mitigated by entering into collateral agreements. The

amount and type of collateral required depends on an assessment of the credit

risk of the counterparty. Guidelines have been implemented regarding the

acceptability of types of collateral and the valuation parameters. Management

of Lifeco monitors the value of the collateral, requests additional collateral

when needed and performs an impairment valuation when applicable. Lifeco

has $52 million of collateral received as at December 31, 2014 ($19 million as at

December 31, 2013) relating to derivative assets.

Concentration of credit risk for Lifeco Concentrations of credit risk arise

from exposures to a single debtor, a group of related debtors or groups of

debtors that have similar credit risk characteristics in that they operate in the

same geographic region or in similar industries. The characteristics of such

debtors are similar in that changes in economic or political environments may

impact their ability to meet obligations as they come due.




The following table provides details of the carrying value of bonds of Lifeco by issuer, industry sector and geographic distribution:

DECEMBER 31, 2014 CANADA UNITED STATES EUROPE TOTAL


Canadian federal government 5,356 3 46 5,405

Provincial, state and municipal governments 6,926 2,567 51 9,544

U.S. Treasury and other U.S. agencies 352 4,786 937 6,075

Other foreign governments 198 24 11,865 12,087

Government-related 2,895 – 2,021 4,916

Supranationals 433 8 643 1,084

Asset-backed securities 2,648 3,161 789 6,598

Residential mortgage-backed securities 52 236 206 494

Banks 2,025 346 2,747 5,118

Other financial institutions 647 1,705 2,461 4,813

Basic materials 316 1,087 349 1,752

Communications 571 265 693 1,529

Consumer products 2,030 2,558 2,305 6,893

Industrial products/services 1,078 1,292 718 3,088

Natural resources 1,250 984 710 2,944

Real estate 1,407 452 2,849 4,708

Transportation 1,967 985 898 3,850

Utilities 5,460 4,206 3,912 13,578

Miscellaneous 1,416 1,281 456 3,153

Short-term bonds 3,616 236 1,687 5,539

40,643 26,182 36,343 103,168



Canadian federal government 4,276 3 51 4,330

Provincial, state and municipal governments 5,739 2,028 52 7,819

U.S. Treasury and other U.S. agencies 297 3,827 902 5,026

Other foreign governments 130 22 11,216 11,368

Government-related 2,641 – 1,553 4,194

Supranationals 399 7 704 1,110

Asset-backed securities 2,677 3,115 860 6,652

Residential mortgage-backed securities 26 307 189 522

Banks 2,012 331 2,846 5,189

Other financial institutions 791 1,620 2,154 4,565

Basic materials 278 978 272 1,528

Communications 490 222 603 1,315

Consumer products 1,807 2,198 1,882 5,887

Industrial products/services 919 1,052 538 2,509

Natural resources 1,056 665 509 2,230

Real estate 1,021 140 2,249 3,410

Transportation 1,726 827 703 3,256

Utilities 4,715 3,703 3,433 11,851

Miscellaneous 1,314 970 389 2,673

Short-term bonds 3,321 76 1,083 4,480

35,635 22,091 32,188 89,914



The following table provides details of the carrying value of mortgage loans of Lifeco by geographic location:

DECEMBER 31, 2014SINGLE-FAMILY

RESIDENTIALMULTI-FAMILY

RESIDENTIAL COMMERCIAL TOTAL

Canada 1,916 3,660 7,017 12,593

United States – 1,324 2,888 4,212

Europe – 338 3,403 3,741

1,916 5,322 13,308 20,546

DECEMBER 31, 2013SINGLE-FAMILY

RESIDENTIALMULTI-FAMILY

RESIDENTIAL COMMERCIAL TOTAL

Canada 1,758 3,435 6,942 12,135

United States – 1,052 2,504 3,556

Europe – 325 3,047 3,372

1,758 4,812 12,493 19,063

Asset quality

BOND PORTFOLIO QUALIT YDECEMBER 31 2014 2013

AAA 34,332 30,626

AA 18,954 15,913

A 31,133 25,348

BBB 17,370 16,809

BB and lower 1,379 1,218

Total bonds 103,168 89,914

DERIVATIVE PORTFOLIO QUALIT YDECEMBER 31 2014 2013

Over-the-counter contracts (counterparty credit ratings):

AAA 10 8

AA 66 86

A 576 499

Total 652 593

Loans of Lifeco past due, but not impaired Loans that are past due but not considered impaired are loans for which scheduled payments have not been

received, but management of Lifeco has reasonable assurance of collection of the full amount of principal and interest due. The following table provides

carrying values of the loans past due, but not impaired:

DECEMBER 31 2014 2013

Less than 30 days 7 6

30–90 days 5 –

Greater than 90 days 3 2

Total 15 8

Future asset credit losses The following outlines the future asset credit losses provided for in insurance and investment contract liabilities. These amounts

are in addition to the allowance for asset losses included with assets:

DECEMBER 31 2014 2013

Participating 1,186 999

Non-participating 1,947 1,796

3,133 2,795




MARKET RISKCurrency risk For Lifeco, if the assets backing insurance and investment

contract liabilities are not matched by currency, changes in foreign exchange

rates can expose Lifeco to the risk of foreign exchange losses not offset by

liability decreases. Lifeco has net investments in foreign operations. In

addition, Lifeco’s debt obligations are mainly denominated in Canadian

dollars. In accordance with IFRS, foreign currency translation gains and losses

from net investments in foreign operations, net of related hedging activities

and tax effects, are recorded in other comprehensive income. Strengthening

or weakening of the Canadian dollar spot rate compared to the U.S. dollar,

British pound and euro spot rates impacts Lifeco’s total share capital and

surplus. Correspondingly, Lifeco’s book value per share and capital ratios

monitored by rating agencies are also impacted. The following policies and

procedures are in place to mitigate Lifeco’s exposure to currency risk:

> Lifeco uses financial measures such as constant currency calculations to

monitor the effect of currency translation fluctuations.

> Investments are normally made in the same currency as the liabilities

supported by those investments. Segmented investment guidelines

include maximum tolerances for unhedged currency mismatch exposures.

> Foreign currency assets acquired to back liabilities are normally converted

back to the currency of the liability using foreign exchange contracts.

> A 10% weakening of the Canadian dollar against foreign currencies would be

expected to increase non-participating insurance and investment contract

liabilities and their supporting assets by approximately the same amount,

resulting in an immaterial change to net earnings. A 10% strengthening

of the Canadian dollar against foreign currencies would be expected to

decrease non-participating insurance and investment contract liabilities

and their supporting assets by approximately the same amount, resulting

in an immaterial change in net earnings.

Interest rate risk The following policies and procedures are in place to

mitigate Lifeco’s exposure to interest rate risk:

> Lifeco utilizes a formal process for managing the matching of assets and

liabilities. This involves grouping general fund assets and liabilities into

segments. Assets in each segment are managed in relation to the liabilities

in the segment.

> Interest rate risk is managed by investing in assets that are suitable for

the products sold.

> Where these products have benefit or expense payments that are

dependent on inflation (inflation-indexed annuities, pensions and disability

claims), Lifeco generally invests in real return instruments to hedge its real

dollar liability cash flows. Some protection against changes in the inflation

index is achieved as any related change in the fair value of the assets will be

largely offset by a similar change in the fair value of the liabilities.

> For products with fixed and highly predictable benefit payments,

investments are made in fixed income assets or real estate whose cash

flows closely match the liability product cash flows. Where assets are not

available to match certain period cash flows, such as long-tail cash flows, a

portion of these are invested in equities and the rest are duration matched.

Hedging instruments are employed where necessary when there is a lack

of suitable permanent investments to minimize loss exposure to interest

rate changes. To the extent these cash flows are matched, protection

against interest rate change is achieved and any change in the fair value of

the assets will be offset by a similar change in the fair value of the liabilities.

> For products with less predictable timing of benefit payments, investments

are made in fixed income assets with cash flows of a shorter duration than

the anticipated timing of benefit payments or equities, as described below.

> The risks associated with the mismatch in portfolio duration and cash flow,

asset prepayment exposure and the pace of asset acquisition are quantified

and reviewed regularly.

Projected cash flows from the current assets and liabilities are used in

the Canadian Asset Liability Method to determine insurance contract

liabilities. Valuation assumptions have been made regarding rates of returns

on supporting assets, fixed income, equity and inflation. The valuation

assumptions use best estimates of future reinvestment rates and inflation

assumptions with an assumed correlation together with margins for adverse

deviation set in accordance with professional standards. These margins

are necessary to provide for possibilities of misestimation and/or future

deterioration in the best estimate assumptions and provide reasonable

assurance that insurance contract liabilities cover a range of possible

outcomes. Margins are reviewed periodically for continued appropriateness.

Projected cash flows from fixed income assets used in actuarial calculations

are reduced to provide for potential asset default losses. The net effective yield

rate reduction averaged 0.18% (0.19% in 2013). The calculation for future credit

losses on assets is based on the credit quality of the underlying asset portfolio.

Testing under a number of interest rate scenarios (including increasing,

decreasing and fluctuating rates) is done to assess reinvestment risk. The

total provision for interest rates is sufficient to cover a broader or more severe

set of risks than the minimum arising from the current Canadian Institute of

Actuaries-prescribed scenarios.

The range of interest rates covered by these provisions is set in consideration

of long-term historical results and is monitored quarterly with a full review

annually. An immediate 1% parallel shift in the yield curve would not have a

material impact on Lifeco’s view of the range of interest rates to be covered

by the provisions. If sustained however, the parallel shift could impact Lifeco’s

range of scenarios covered.

The total provision for interest rates also considers the impact of the Canadian

Institute of Actuaries-prescribed scenarios:

> The effect of an immediate 1% parallel increase in the yield curve on the

prescribed scenarios would not change the total provision for interest rates.

> The effect of an immediate 1% parallel decrease in the yield curve on the

prescribed scenarios would not change the total provision for interest rates.

Another way of measuring the interest rate risk associated with this

assumption is to determine the effect on the insurance and investment

contract liabilities impacting the shareholders’ earnings of Lifeco of a

1% change in Lifeco’s view of the range of interest rates to be covered by

these provisions:

> The effect of an immediate 1% increase in the low and high end of the range

of interest rates recognized in the provisions would be to decrease these

insurance and investment contract liabilities by approximately $75 million,

causing an increase in net earnings of approximately $41 million.

> The effect of an immediate 1% decrease in the low and high end of the range

of interest rates recognized in the provisions would be to increase these

insurance and investment contract liabilities by approximately $564 million,

causing a decrease in net earnings of approximately $383 million.



Equity price risk Lifeco has investment policy guidelines in place that

provide for prudent investment in equity markets with clearly defined limits

to mitigate price risk.

The risks associated with segregated fund guarantees have been mitigated

through a hedging program for lifetime Guaranteed Minimum Withdrawal

Benefit guarantees using equity futures, currency forwards, and interest rate

derivatives. For policies with segregated fund guarantees, Lifeco generally

determines insurance contract liabilities at a conditional tail expectation

of 75 (CTE75) level.

Some insurance and investment contract liabilities are supported by investment

properties, common stocks and private equities, for example, segregated fund

products and products with long-tail cash flows. Generally these liabilities will

fluctuate in line with equity market values. There will be additional impacts

on these liabilities as equity values fluctuate. A 10% increase in equity values

would be expected to additionally decrease non-participating insurance and

investment contract liabilities by approximately $42 million, causing an increase

in net earnings of approximately $34 million. A 10% decrease in equity values

would be expected to additionally increase non-participating insurance and

investment contract liabilities by approximately $149 million, causing a decrease

in net earnings of approximately $113 million.

The best estimate return assumptions for equities are primarily based on

long-term historical averages. Changes in the current market could result in

changes to these assumptions and will impact both asset and liability cash

flows. A 1% increase in the best estimate assumption would be expected to

decrease non-participating insurance contract liabilities by approximately

$455 million, causing an increase in net earnings of approximately $355 million.

A 1% decrease in the best estimate assumption would be expected to increase

non-participating insurance contract liabilities by approximately $482 million,

causing a decrease in net earnings of approximately $372 million.

IGM FINANCIAL

LIQUIDITY RISKIGM’s liquidity management practices include: controls over liquidity

management processes; stress testing of various operating scenarios; and

oversight over liquidity management by committees of the board of directors

of IGM.

A key liquidity requirement for IGM is the funding of commissions paid on

the sale of investment funds. Commissions on the sale of investment funds

continue to be paid from operating cash flows.

IGM also maintains sufficient liquidity to fund and temporarily hold

mortgages. Through its mortgage banking operations, residential mortgages

are sold or securitized to:

> Investors Mortgage and Short Term Income Fund and Investors Canadian

Corporate Bond Fund;

> third parties, including Canada Mortgage and Housing Corporation

(CMHC) or Canadian bank-sponsored securitization trusts; or

> institutional investors through private placements.

Certain subsidiaries of IGM are approved issuers of National Housing Act

Mortgage-Backed Securities (NHA MBS) and approved sellers into the

Canada Mortgage Bond Program (CMB Program). This issuer and seller status

provides IGM with additional funding sources for residential mortgages. IGM’s

continued ability to fund residential mortgages through Canadian bank-

sponsored securitization trusts and NHA MBS is dependent on securitization

market conditions that are subject to change. A condition of the NHA MBS

and CMB Programs is that securitized loans be insured by an insurer that is

approved by CMHC. The availability of mortgage insurance is dependent upon

market conditions that are subject to change.

IGM’s contractual obligations were as follows:

DECEMBER 31, 2014 DEMANDLESS THAN

1 YEAR 1–5 YEARSAFTER

5 YEARS TOTAL

Derivative financial instruments – 9 21 – 30

Deposits and certificates 204 8 8 3 223

Obligations to securitization entities – 1,249 5,468 37 6,754

Long-term debt – – 525 800 1,325

Operation leases – 55 147 50 252

Pension contributions – 20 20 – 40

Total contractual obligations 204 1,341 6,189 890 8,624

In addition to IGM’s current balance of cash and cash equivalents, liquidity

is available through IGM’s operating lines of credit. IGM’s operating lines of

credit with various Schedule I Canadian chartered banks totalled $525 million

as at December 31, 2014, unchanged from December 31, 2013. The lines of

credit as at December 31, 2014 consisted of committed lines of $350 million

($350 million in 2013) and uncommitted lines of $175 million ($175 million in 2013).

IGM has accessed its uncommitted lines of credit in the past; however, any

advances made by the banks under the uncommitted lines are at the banks’

sole discretion. As at December 31, 2014 and 2013, IGM was not utilizing its

committed lines of credit or its uncommitted lines of credit.

IGM’s liquidity position and its management of liquidity and funding risk have

not changed materially since December 31, 2013.

CREDIT RISKIGM’s cash and cash equivalents, securities holdings, mortgage and

investment loan portfolios, and derivatives are subject to credit risk. IGM

monitors its credit risk management practices continuously to evaluate

their effectiveness.

At December 31, 2014, cash and cash equivalents of $1,216 million ($1,082 million

in 2013) consisted of cash balances of $107 million ($89 million in 2013) on

deposit with Canadian chartered banks and cash equivalents of $1,109 million

($994 million in 2013). Cash equivalents are composed of Government of

Canada treasury bills totalling $191 million ($42 million in 2013), provincial

government and government-guaranteed commercial paper of $666 million

($564 million in 2013) and bankers’ acceptances issued by Canadian chartered




banks of $253 million ($388 million in 2013). IGM regularly reviews the credit

ratings of its counterparties. The maximum exposure to credit risk on these

financial instruments is their carrying value. IGM manages credit risk related

to cash and cash equivalents by adhering to its Investment Policy that outlines

credit risk parameters and concentration limits.

IGM regularly reviews the credit quality of the mortgage portfolios related

to IGM’s mortgage banking operations and its intermediary operations,

as well as the adequacy of the collective allowance. As at December 31,

2014, mortgages totalled $7.0 billion ($5.9 billion in 2013) and consisted of

residential mortgages:

> Sold to securitization programs which are classified as loans and

receivables and totalled $6.6 billion compared to $5.5 billion at December 31,

2013. An offsetting liability, obligations to securitization entities, has

been recorded and totalled $6.8 billion at December 31, 2014, compared to

$5.6 billion at December 31, 2013.

> Related to IGM’s mortgage banking operations which are classified

as held for trading and totalled $366 million, compared to $324 million

at December 31, 2013. These loans are held by IGM pending sale

or securitization.

> Related to IGM’s intermediary operations which are classified as loans

and receivables and totalled $30 million at December 31, 2014, compared

to $36 million at December 31, 2013.

As at December 31, 2014, the mortgage portfolios related to IGM’s intermediary

operations were geographically diverse, 100% residential (100% in 2013) and

92.6% insured (88.6% in 2013). As at December 31, 2014, impaired mortgages were

nil, unchanged from December 31, 2013. Uninsured non-performing mortgages

over 90 days were nil, unchanged from December 31, 2013. The characteristics of

the mortgage portfolios have not changed significantly during 2014.

The NHA MBS and CMB Program require that all securitized mortgages

be insured against default by an approved insurer. The ABCP programs do

not require mortgages to be insured; however, at December 31, 2014, 51.0%

of these mortgages were insured compared to 58.9% at December 31, 2013.

At December 31, 2014, 83.6% of the securitized portfolio and the residential

mortgages classified as held for trading were insured, compared to 86.1% at

December 31, 2013. As at December 31, 2014, impaired mortgages on these

portfolios were $2 million, compared to $2 million at December 31, 2013.

Uninsured non-performing mortgages over 90 days on these portfolios were

$0.3 million at December 31, 2014, compared to $1 million at December 31, 2013.

IGM retains certain elements of credit risk on securitized loans. At

December 31, 2014, 85.1% of securitized loans were insured against credit losses

compared to 87.4% at December 31, 2013. IGM’s credit risk on its securitization

activities is limited to its retained interests. The fair value of IGM’s retained

interests in securitized mortgages was $136 million at December 31, 2014,

compared to $113 million at December 31, 2013. Retained interests include:

> Cash reserve accounts and rights to future net interest income, which

were $35 million ($29 million in 2013) and $127 million ($100 million in 2013),

respectively, at December 31, 2014. Cash reserve accounts are reflected

on the balance sheet, whereas rights to future net interest income are

not reflected on the balance sheet and will be recorded over the life of

the mortgages.

The portion of this amount pertaining to Canadian bank-sponsored

securitization trusts of $65 million ($59 million in 2013) is subordinated to

the interests of the trust and represents the maximum exposure to credit

risk for any failure of the borrowers to pay when due. Credit risk on these

mortgages is mitigated by any insurance on these mortgages, as previously

discussed, and IGM’s credit risk on insured loans is to the insurer.

Rights to future net interest income under the NHA MBS and CMB Programs

totalled $97 million ($70 million in 2013). Under the NHA MBS and CMB

Programs, IGM has an obligation to make timely payments to security holders

regardless of whether amounts are received from mortgagors. All mortgages

securitized under the NHA MBS and CMB Programs are insured by CMHC

or another approved insurer under the programs. Outstanding mortgages

securitized under these programs are $4.6 billion ($3.8 billion in 2013).

> Fair value of principal reinvestment account swaps had a negative fair

value of $26 million at December 31, 2014 (negative $16 million in 2013) and

is reflected on the balance sheet. These swaps represent the component of

a swap entered into under the CMB Program whereby IGM pays coupons

on Canada Mortgage Bonds and receives investment returns on the

reinvestment of repaid mortgage principal. The notional amount of these

swaps was $437 million at December 31, 2014 ($1,023 million in 2013).

IGM’s exposure to and management of credit risk related to cash and cash

equivalents, fixed income securities and mortgage portfolios have not


IGM utilizes over-the-counter derivatives to hedge interest rate risk and

reinvestment risk associated with its mortgage banking and securitization

activities, as well as market risk related to certain stock-based compensation

arrangements. To the extent that the fair value of the derivatives is in a gain

position, IGM is exposed to the credit risk that its counterparties fail to fulfill

their obligations under these arrangements.

IGM participates in the CMB Program by entering into back-to-back swaps

whereby Canadian Schedule I chartered banks designated by IGM are between

IGM and the Canadian Housing Trust. IGM receives coupons on NHA MBS and

eligible principal reinvestments and pays coupons on the Canada Mortgage

Bonds. IGM also enters into offsetting interest rate swaps with the same bank

counterparties to hedge interest rate and reinvestment risk associated with

the CMB Program. The negative fair value of these swaps totalled $9 million at

December 31, 2014 (negative $17 million in 2013) and the outstanding notional

amount was $6.7 billion ($6.8 billion in 2013). Certain of these swaps relate to

securitized mortgages that have been recorded on the balance sheet with an

associated obligation. Accordingly, these swaps, with an outstanding notional

amount of $4.2 billion ($3.6 billion in 2013) and having a negative fair value of

$18 million (negative $28 million in 2013), are not reflected on the balance sheet.

Principal reinvestment account swaps and hedges of reinvestment and interest

rate risk, with an outstanding notional amount of $2.4 billion ($3.2 billion in

2013) and having a fair value of $9 million ($11 million in 2013), are reflected on

the balance sheet. The exposure to credit risk, which is limited to the fair value

of swaps in a gain position, totalled $41 million at December 31, 2014, compared

to $47 million at December 31, 2013.

IGM utilizes interest rate swaps to hedge interest rate risk associated with

mortgages securitized through Canadian bank-sponsored ABCP programs.

The negative fair value of these interest rate swaps totalled $0.3 million

(negative $1 million in 2013) on an outstanding notional amount of $24 million

at December 31, 2014 ($66 million in 2013). The exposure to credit risk, which

is limited to the fair value of swaps in a gain position, was nil at December 31,

2014, unchanged from December 31, 2013.



IGM enters into other derivative contracts which consist primarily of interest

rate swaps utilized to hedge interest rate risk related to mortgages held

pending sale, or committed to, by IGM as well as total return swaps and

forward agreements on IGM’s common shares utilized to hedge deferred

compensation arrangements. The fair value of interest rate swaps, total

return swaps and forward agreements was $1 million on an outstanding

notional amount of $156 million at December 31, 2014, compared to a fair

value of $12 million on an outstanding notional amount of $154 million at

December 31, 2013. The exposure to credit risk, which is limited to the fair

value of those instruments which are in a gain position, was $3 million at

December 31, 2014, compared to $12 million as at December 31, 2013.

The aggregate credit risk exposure related to derivatives that are in a

gain position of $43 million ($58 million in 2013) does not give effect to any

netting agreements or collateral arrangements. The exposure to credit risk,

considering netting agreements and collateral arrangements and including

rights to future net interest, was $3 million at December 31, 2014 ($4 million

in 2013). Counterparties are all Canadian Schedule I chartered banks and, as

a result, management of IGM has determined that IGM’s overall credit risk

related to derivatives was not significant at December 31, 2014. Management

of credit risk has not changed materially since December 31, 2013.

MARKET RISKCurrency risk IGM’s financial instruments are generally denominated in

Canadian dollars, and do not have significant exposure to changes in foreign

exchange rates.

Interest rate risk IGM is exposed to interest rate risk on its loan portfolio,

fixed income securities, Canada Mortgage Bonds and on certain of the

derivative financial instruments used in IGM’s mortgage banking and

intermediary operations.

The objective of IGM’s asset and liability management is to control interest

rate risk related to its intermediary operations by actively managing its

interest rate exposure. As at December 31, 2014, the total gap between deposit

assets and liabilities was within IGM’s trust subsidiaries’ stated guidelines.

IGM utilizes interest rate swaps with Canadian Schedule I chartered bank

counterparties in order to reduce the impact of fluctuating interest rates on

its mortgage banking operations, as follows:

> IGM has funded f ixed rate mor tgages with ABCP as par t of the

securitization transactions with bank-sponsored securitization trusts.

IGM enters into interest rate swaps with Canadian Schedule I chartered

banks to hedge the risk that ABCP rates rise. However, IGM remains

exposed to the basis risk that ABCP rates are greater than the bankers’

acceptance rates that it receives on its hedges.

> IGM has in certain instances funded floating rate mortgages with fixed rate

Canada Mortgage Bonds as part of the securitization transactions under

the CMB Program. IGM enters into interest rate swaps with Canadian

Schedule I chartered banks to hedge the risk that the interest rates earned

on floating rate mortgages decline. As previously discussed, as part of the

CMB Program, IGM also is entitled to investment returns on reinvestment

of principal repayments of securitized mortgages and is obligated to pay

Canada Mortgage Bond coupons that are generally fixed rate. IGM hedges

the risk that reinvestment returns decline by entering into interest rate

swaps with Canadian Schedule I chartered bank counterparties.

> IGM is also exposed to the impact that changes in interest rates may have

on the value of mortgages held, or committed to, by IGM. IGM may enter

into interest rate swaps to hedge this risk.

As at December 31, 2014, the impact to annual net earnings of a 100-basis-

point change in interest rates would have been a decrease of approximately

$2 million. IGM’s exposure to and management of interest rate risk has not


Equity price risk IGM is exposed to equity price risk on its proprietary

investment funds which are classified as available-for-sale securities and

its equity securities and proprietary investment funds which are classified

as fair value through profit or loss. Unrealized gains and losses on available-

for-sale securities are recorded in other comprehensive income until they are

realized or until management of IGM determines there is objective evidence

of impairment in value, at which time they are recorded in the statements

of earnings.

IGM sponsors a number of deferred compensation arrangements where

payments to participants are linked to the performance of the common

shares of IGM Financial Inc. IGM hedges this risk through the use of forward

agreements and total return swaps.

RISKS RELATED TO ASSETS UNDER MANAGEMENT — MARKET RISKRisks related to the performance of the equity markets, changes in interest

rates and changes in foreign currencies relative to the Canadian dollar can

have a significant impact on the level and mix of assets under management.

These changes in assets under management directly impact earnings of IGM.

NOTE 22 OPERATING AND ADMINISTRATIVE EXPENSES


Salaries and other employee benefits 2,934 2,511

General and administrative expenses 1,525 1,344

Amortization, depreciation and impairment 233 199

Premium taxes 339 313

Restructuring and acquisition expenses 50 107

Client distributions and other costs [1] 81 –

5,162 4,474

[1] In the third quarter of 2012, IGM introduced investment solutions for clients with household investments in IGM’s funds in excess of $0.5 million. At December 31, 2014, an accrual of $81 million was recorded related to these lower fee investment solutions. This amount primarily reflects distributions to clients who did not transfer to these lower-priced solutions when eligible.




NOTE 23 FINANCING CHARGES


Interest on debentures and debt instruments 374 364

Interest on capital trust debentures 11 11

Other 28 25

413 400

NOTE 24 PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITS

CHARACTERISTICS , FUNDING AND RISKThe Corporation and its subsidiaries maintain funded defined benefit pension

plans for certain employees and advisors as well as unfunded supplementary

employee retirement plans (SERP) for certain employees. The Corporation’s

subsidiaries also maintain defined contribution pension plans for eligible

employees and advisors.

The defined benefit pension plans provide pensions based on length of service

and final average earnings. For most plans, active plan participants share

in the cost by making contributions in respect of current service. Certain

pension payments are indexed either on an ad hoc basis or a guaranteed

basis. The determination of the defined benefit obligation reflects pension

benefits, in accordance with the terms of the plans, and assuming the plans

are not terminated. The assets supporting the funded pension plans are held

in separate trusteed pension funds. The obligations for the wholly unfunded

plans are supported by assets of the Corporation and its subsidiaries.

Effective January 1, 2013, both the Great-West Life Assurance Company

Canadian Employees’ Pension Plan and the London Life Staff Pension Plan

added a defined contribution provision to their plans. All new hires after

this date are eligible only for defined contribution benefits. This change is

consistent with the benefit provisions of the majority of Lifeco’s pension

plans and will continue to reduce Lifeco’s defined benefit plan exposure in

future years.

The defined contribution pension plans provide pension benefits based on

accumulated employee and employer contributions. Contributions to these

plans are a set percentage of employees’ annual income and may be subject

to certain vesting requirements.

The Corporation and its subsidiaries also provide post-employment health,

dental and life insurance benefits to eligible employees, advisors and their

dependents. These post-employment benefits are not pre-funded. The

obligations for these benefits are supported by assets of the Corporation

and its subsidiaries.

The Corporation and its subsidiaries have pension and benefit committees

or a trustee arrangement that provides oversight for the benefit plans.

The benefit plans are monitored on an ongoing basis to assess the benefit,

funding and investment policies, financial status, and funding requirements

of the Corporation and its subsidiaries. Significant changes to benefit plans

require approval.

The Corporation and its subsidiaries’ funding policy for the funded pension

plans is to make annual contributions equal to or greater than those required

by the applicable regulations and plan provisions that govern the funding

of the plans. Where funded plans have a net defined benefit asset, the

Corporation and its subsidiaries determine if an economic benefit exists in

the form of potential reductions in future contributions and in the form of

surplus refunds, where permitted by applicable regulation and plan provisions.

By their design, the defined benefit plans expose the Corporation and

its subsidiaries to the typical risks faced by defined benefit plans such as

investment performance, changes to the discount rates used to value

the obligations, longevity of plan members, and future inflation. Pension

and benefit risk is managed by regular monitoring of the plans, applicable

regulations and other factors that could impact the expenses and cash flows

of the Corporation and its subsidiaries.


PLAN ASSETS , BENEFIT OBLIGATIONS AND FUNDED STATUS

2014 2013

DECEMBER 31PENSION

PL ANS

OTHER POST-EMPLOYMENT

BENEFITSPENSION

PL ANS


BENEFITS

CHANGE IN FAIR VALUE OF PLAN ASSETS

Fair value of plan assets, beginning of year 5,349 – 3,539 –

Interest income 251 – 176 –

Employee contributions 25 – 22 –

Employer contributions 164 20 164 19

Return on assets greater than interest income 438 – 310 –

Benefits paid (238) (20) (210) (19)

Administrative expenses (6) – (6) –

Business acquisitions – – 1,196 –

Foreign exchange and other (23) – 158 –

Fair value of plan assets, end of year 5,960 – 5,349 –

CHANGE IN DEFINED BENEFIT OBLIGATION

Defined benefit obligation, beginning of year 5,653 438 4,389 470

Current service cost 133 3 125 4

Employee contributions 25 – 22 –

Interest cost 261 20 212 19

Actuarial (gains) losses on:

Financial assumption changes 938 40 (332) (29)

Demographic assumption changes 114 (14) 37 (11)

Arising from member experience (3) (13) 8 3

Benefits paid (238) (20) (210) (19)

Past service cost and plan amendments 21 (1) 1 –

Business acquisitions – 3 1,202 –

Foreign exchange and other (38) 1 199 1

Defined benefit obligation, end of year 6,866 457 5,653 438

FUNDED STATUS

Fund deficit (906) (457) (304) (438)

Unrecognized amount due to asset ceiling (23) – (44) –

Accrued benefit liability (929) (457) (348) (438)

The aggregate defined benefit obligation of pension plans is as follows:


Wholly or partly funded plans 6,406 5,229

Wholly unfunded plans 460 424

The net accrued benefit asset (liability) shown above is presented in these financial statements as follows:

2014 2013

DECEMBER 31PENSION

PL ANS


BENEFITS TOTALPENSION

PL ANS


BENEFITS TOTAL

Pension benefit assets 275 – 275 408 – 408

Pension and other post-employment benefit liabilities (1,204) (457) (1,661) (756) (438) (1,194)

Accrued benefit asset (liability) (929) (457) (1,386) (348) (438) (786)

NOTE 24 PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITS (CONTINUED)



Under International Financial Reporting Interpretations Committee (IFRIC)

14, The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their

Interaction, the Corporation and its subsidiaries must assess whether the

pension asset has economic benefit to the Corporation and its subsidiaries

through future contribution reductions or refunds. In the event the

Corporation and its subsidiaries are not entitled to a benefit, a limit or “asset

ceiling” is required on the balance. The following provides a breakdown of the

changes in the asset ceiling.

DECEMBER 31 2014 2013

Asset ceiling, beginning of year 44 41

Interest on beginning of period asset ceiling 2 2

Change in asset ceiling (23) 1

Asset ceiling, end of year 23 44

PENSION AND OTHER POST-EMPLOYMENT BENEFIT EXPENSE

2014 2013

DECEMBER 31PENSION

PL ANS


BENEFITSPENSION

PL ANS


BENEFITS

Defined benefit current service cost 133 3 125 4

Net interest cost 12 20 38 19

Past service cost and plan amendments 3 – 1 –

Administration fees 6 – 6 –

Defined contribution current service cost 42 – 31 –

Expense recognized in net earnings 196 23 201 23

Actuarial (gain) loss recognized 1,049 13 (287) (37)

Return on assets greater than interest income (438) – (310) –

Change in asset ceiling (23) – 1 –

Expense (income) recognized in other comprehensive income 588 13 (596) (37)

Total expense (income) 784 36 (395) (14)

During 2014, the Corporation and its subsidiaries incurred $31 million of actuarial losses ($23 million of actuarial gains in 2013) for pension plan remeasurements

not included in the table shown above. This relates to the share of actuarial gains (losses) for investments in jointly controlled corporations and associates.

ASSET ALLOCATION BY MAJOR CATEGORY WEIGHTED BY PLAN ASSETS

DECEMBER 31%

DEFINED BENEFIT PENSION PL ANS

2014 2013

Equity securities 52 54

Debt securities 38 37

All other assets 10 9

100 100

No plan assets are directly invested in the Corporation’s or subsidiaries’

securities. Lifeco’s plan assets include investments in segregated and other

funds managed by subsidiaries of Lifeco in the balance sheet of $4,478 million

at December 31, 2014 ($3,012 million at December 31, 2013). During 2014, Lifeco’s

pension plans reallocated certain investments which resulted in an additional

$1,066 million (nil in 2013) of plan assets invested in segregated funds of Lifeco.

Plan assets do not include any property occupied or other assets used by

Lifeco. IGM’s plan assets are invested in IGM’s mutual funds. Power Financial’s

plan assets are invested in segregated funds managed by a subsidiary of Lifeco.



DETAILS OF DEFINED BENEFIT OBLIGATION

PORTION OF DEFINED BENEFIT OBLIGATION SUBJECT TO FUTURE SALARY INCREASES

2014 2013

DECEMBER 31PENSION

PL ANS


BENEFITSPENSION

PL ANS


BENEFITS

Benefit obligation without future salary increases 6,121 457 5,036 438

Effect of assumed future salary increases 745 – 617 –

Defined benefit obligation 6,866 457 5,653 438

ALLOCATION OF DEFINED BENEFIT OBLIGATION BY MEMBERSHIP

2014 2013

DECEMBER 31%

PENSION PL ANS


BENEFITSPENSION

PL ANS


BENEFITS

Actives 47 28 46 25

Deferred vesteds 16 – 15 –

Retirees 37 72 39 75

Total 100 100 100 100

Weighted average duration of defined benefit obligation (in years) 19.1 13.0 18.2 11.9

CASH FLOW INFORMATIONThe expected employer contributions for the year 2015 are as follows:

PENSION PL ANS

OTHER POST-EMPLOYMENT BENEFITS

Funded (wholly or partly) defined benefit plans 107 –

Unfunded defined benefit plans 22 21

Defined contribution plans 54 –

Total 183 21

ACTUARIAL ASSUMPTIONS AND SENSITIVITIES

ACTUARIAL ASSUMPTIONS

DEFINED BENEFIT PENSION PL ANS

OTHER POST-EMPLOYMENT BENEFITS

% 2014 2013 2014 2013

RANGE OF DISCOUNT RATES

To determine benefit cost 4.7 – 5.1 4.1 – 4.6 4.7 – 5.0 4.1 – 4.5

To determine accrued benefit obligation at year-end 3.1 – 4.1 4.7 – 5.1 3.9 – 4.1 4.7 – 5.0

WEIGHTED AVERAGE ASSUMPTIONS USED TO DETERMINE BENEFIT COST [1]

Discount rate 4.7 4.4 4.8 4.2

Rate of compensation increase 3.3 3.2 – –

WEIGHTED AVERAGE ASSUMPTIONS USED TO DETERMINE ACCRUED BENEFIT OBLIGATION AT YEAR-END [1]

Discount rate 3.5 4.7 3.9 4.8

Rate of compensation increase 3.3 3.3 – –

WEIGHTED AVERAGE HEALTHCARE TREND RATES [1]

Initial healthcare trend rate 5.3 6.4

Ultimate healthcare trend rate 4.5 4.5

Year ultimate trend rate is reached 2029 2024

[1] Based on the obligations of each plan.




SAMPLE LIFE EXPECTANCIES BASED ON MORTALITY ASSUMPTIONS

2014 2013

DECEMBER 31PENSION

PL ANS


BENEFITSPENSION

PL ANS


BENEFITS

Weighted average life expectancies based on mortality assumptions [1]:

Male

Age 65 in fiscal year 22.7 22.1 22.0 21.4

Age 65 in fiscal year + 30 years 25.1 23.8 24.3 23.0

Female

Age 65 in fiscal year 24.7 24.6 23.9 23.7

Age 65 in fiscal year + 30 years 26.8 26.0 25.8 25.0

[1] Based on the obligations of each plan.

Mortality assumptions are significant in measuring the defined benefit

obligation for defined benefit plans. The period of time over which benefits

are assumed to be paid is based on best estimates of future mortality,

including allowances for mortality improvements. This estimate is subject

to considerable uncertainty and judgment is required in establishing this

assumption. The mortality assumptions applied by the Corporation and

its subsidiaries take into consideration average life expectancy, including

allowances for future mortality improvement as appropriate, and reflect

variations in such factors as age, gender and geographic location.

The mortality tables are reviewed at least annually, and assumptions are in

accordance with accepted actuarial practice. Emerging plan experience is

reviewed and considered in establishing the best estimate for future mortality.

IMPACT OF CHANGES TO ASSUMPTIONS

DECEMBER 31, 2014 1% INCREASE 1% DECREASE

DEFINED BENEFIT PENSION PLANS:

Impact of a change to the discount rate (1,088) 1,414

Impact of a change to the rate of compensation increase 362 (304)

Impact of a change to the rate of inflation 649 (521)

OTHER POST-EMPLOYMENT BENEFITS:

Impact of a change to the discount rate (53) 64

Impact of a change to assumed medical cost trend rates 40 (34)

To measure the impact of a change in an assumption, all other assumptions were held constant. It would be expected that there would be interaction between

at least some of the assumptions and therefore the sensitivity analysis presented may not be representative of the actual change.



NOTE 25 DERIVATIVE FINANCIAL INSTRUMENTS

In the normal course of managing exposure to fluctuations in interest rates, foreign exchange rates, and to market risks, the Corporation and its subsidiaries

are end-users of various derivative financial instruments. Contracts are either exchange traded or over-the-counter with counterparties that are credit-

worthy financial intermediaries.

The following table summarizes the portfolio of derivative financial instruments of the Corporation and its subsidiaries at December 31:

NOTIONAL AMOUNT

MA XIMUM CREDIT RISK

TOTAL FAIR VALUEDECEMBER 31, 2014

1 YEAR OR LESS

1–5 YEARS

OVER 5 YEARS TOTAL

DERIVATIVES NOT DESIGNATED AS ACCOUNTING HEDGES

Interest rate contracts

Swaps 1,876 2,700 1,389 5,965 411 350

Options purchased 218 182 78 478 50 50

Futures – long 10 – – 10 – –

Futures – short 12 – – 12 – –

2,116 2,882 1,467 6,465 461 400

Foreign exchange contracts

Forward contracts 751 491 – 1,242 41 27

Cross-currency swaps 354 2,285 5,492 8,131 169 (751)

1,105 2,776 5,492 9,373 210 (724)

Other derivative contracts

Equity contracts 156 – – 156 2 (3)

Futures – long 10 – – 10 – –

Futures – short 317 – – 317 1 (2)

Other forward contracts 107 – – 107 – –

590 – – 590 3 (5)

3,811 5,658 6,959 16,428 674 (329)

CASH FLOW HEDGES


Swaps – – 36 36 14 14


Cross-currency swaps – 1,500 – 1,500 – (219)


Forward contracts and total return swap 11 23 1 35 3 1

11 1,523 37 1,571 17 (204)

FAIR VALUE HEDGES


Swaps – 18 72 90 2 1

3,822 7,199 7,068 18,089 693 (532)



NOTIONAL AMOUNT

MA XIMUM CREDIT RISK

TOTALFAIR VALUEDECEMBER 31, 2013

1 YEAR OR LESS

1–5 YEARS

OVER 5 YEARS TOTAL

DERIVATIVES NOT DESIGNATED AS ACCOUNTING HEDGES


Swaps 2,455 3,191 990 6,636 269 176

Options purchased 265 327 89 681 30 30

Futures – long 4 – – 4 – –

Futures – short 13 – – 13 – –

2,737 3,518 1,079 7,334 299 206


Forward contracts 602 476 – 1,078 11 6

Cross-currency swaps 213 2,053 4,986 7,252 313 (167)

815 2,529 4,986 8,330 324 (161)


Equity contracts 10,660 102 – 10,762 11 (90)

Futures – long 15 – – 15 – –

Futures – short 301 – – 301 – (6)

Other forward contracts 157 – – 157 – –

11,133 102 – 11,235 11 (96)

14,685 6,149 6,065 26,899 634 (51)

CASH FLOW HEDGES


Swaps – – 33 33 7 7


Cross-currency swaps – 1,500 12 1,512 – (94)


Forward contracts and total return swap 15 17 – 32 8 8

15 1,517 45 1,577 15 (79)

FAIR VALUE HEDGES


Swaps – 17 66 83 5 5

14,700 7,683 6,176 28,559 654 (125)

The amount subject to maximum credit risk is limited to the current fair value

of the instruments which are in a gain position. The maximum credit risk is

presented without giving effect to any netting agreements and does not

reflect actual or expected losses. The total estimated fair value represents

the total amount that the Corporation and its subsidiaries would receive

(or pay) to terminate all agreements at year-end. However, this would not

result in a gain or loss to the Corporation and its subsidiaries as the derivative

instruments which correlate to certain assets and liabilities provide offsetting

gains or losses.

INTEREST RATE CONTRACTSInterest rate swaps, futures and options are used as part of a portfolio of

assets to manage interest rate risk associated with investment activities

and insurance and investment contract liabilities and to reduce the impact

of fluctuating interest rates on the mortgage banking operations and

intermediary operations. Interest rate swap agreements require the periodic

exchange of payments without the exchange of the notional principal amount

on which payments are based.

Call options grant the Corporation and its subsidiaries the right to enter into

a swap with predetermined fixed-rate payments over a predetermined time

period on the exercise date. Call options are used to manage the variability

in future interest payments due to a change in credited interest rates and the

related potential change in cash flows due to surrenders. Call options are also

used to hedge minimum rate guarantees.

FOREIGN EXCHANGE CONTRACTSCross-currency swaps are used in combination with other investments to

manage foreign currency risk associated with investment activities and

insurance and investment contract liabilities. Under these swaps, principal

amounts and fixed or floating interest payments may be exchanged in

different currencies. The Corporation and its subsidiaries may also enter

into certain foreign exchange forward contracts to hedge certain product

liabilities, cash and cash equivalents and cash flows.

NOTE 25 DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)


OTHER DERIVATIVE CONTRACTSEquity index swaps, futures and options are used to hedge certain product

liabilities. Equity index swaps are also used as substitutes for cash instruments

and are used to periodically hedge the market risk associated with certain

fee income. Equity put options are used to manage the potential credit risk

impact of significant declines in certain equity markets.

Forward agreements and total return swaps are used to manage exposure

to fluctuations in the total return of common shares related to deferred

compensation arrangements. Forward agreements and total return swaps

require the exchange of net contractual payments periodically or at maturity

without the exchange of the notional principal amounts on which the

payments are based. Certain of these instruments are not designated as

hedges. Changes in fair value are recorded in operating and administrative

expenses in the statements of earnings for those instruments not designated

as hedges.

ENFORCEABLE MASTER NETTING AGREEMENTS OR SIMILAR AGREEMENTSThe Corporation and its subsidiaries enter into the International Swaps and

Derivative Association’s master agreements for transacting over-the-counter

derivatives. The Corporation and its subsidiaries receive and pledge collateral

according to the related International Swaps and Derivative Association’s

Credit Support Annexes. The International Swaps and Derivative Association’s

master agreements do not meet the criteria for offsetting on the balance

sheets because they create a right of set-off that is enforceable only in the

event of default, insolvency, or bankruptcy.

For exchange-traded derivatives subject to derivative clearing agreements

with exchanges and clearing houses, there is no provision for set-off at default.

Initial margin is excluded from the table below as it would become part of a

pooled settlement process.

Lifeco’s reverse repurchase agreements are also subject to right of set-off

in the event of default. These transactions and agreements include master

netting arrangements which provide for the netting of payment obligations

between Lifeco and its counterparties in the event of default.

The following disclosure shows the potential effect on the Corporation’s balance sheets on financial instruments that have been shown in a gross position

where right of set-off exists under certain circumstances that do not qualify for netting on the balance sheets.

REL ATED AMOUNTS NOT SET OFF IN THE BAL ANCE SHEETS

DECEMBER 31, 2014

GROSS AMOUNT OF FINANCIAL

INSTRUMENTS PRESENTED IN THE BALANCE

SHEET

OFFSETTING COUNTERPARTY

POSITION [1]

FINANCIALCOLLATERAL

RECEIVED/ PLEDGED [2]

NET EXPOSURE

FINANCIAL INSTRUMENTS (ASSETS)

Derivative financial instruments 693 (331) (51) 311

Reverse repurchase agreements [3] 44 – (44) –

Total financial instruments (assets) 737 (331) (95) 311

FINANCIAL INSTRUMENTS (LIABILITIES)

Derivative instruments 1,225 (331) (260) 634

Total financial instruments (liabilities) 1,225 (331) (260) 634

REL ATED AMOUNTS NOT SET OFF IN THE BAL ANCE SHEETS

DECEMBER 31, 2013

GROSS AMOUNT OF FINANCIAL

INSTRUMENTS PRESENTED IN THE BAL ANCE

SHEET

OFFSET TING COUNTERPART Y

POSITION [1]

FINANCIALCOLL ATERAL

RECEIVED/ PLEDGED [2]

NET EXPOSURE

FINANCIAL INSTRUMENTS (ASSETS)

Derivative financial instruments 654 (271) (22) 361

Reverse repurchase agreements [3] 87 – (87) –

Total financial instruments (assets) 741 (271) (109) 361

FINANCIAL INSTRUMENTS (LIABILITIES)

Derivative instruments 779 (271) (199) 309

Total financial instruments (liabilities) 779 (271) (199) 309

[1] Includes counterparty amounts recognized on the balance sheets where the Corporation and its subsidiaries have a potential offsetting position (as described above) but does not meet the criteria for offsetting on the balance sheets, excluding collateral.

[2] Financial collateral presented above excludes overcollateralization and, for exchange-traded derivatives, initial margin. Financial collateral received on reverse repurchase agreements is held by a third party. Total financial collateral, including initial margin and overcollateralization, received on derivative assets was $52 million ($22 million at December 31, 2013), received on reverse repurchase agreements was $45 million ($89 million at December 31, 2013), and pledged on derivative liabilities was $299 million ($222 million at December 31, 2013).

[3] Assets related to reverse repurchase agreements are included in bonds in the balance sheets.

NOTE 25 DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)



NOTE 26 FAIR VALUE OF FINANCIAL INSTRUMENTS

The following table presents the carrying amounts and fair value of the

Corporation’s financial assets and financial liabilities, including their levels

in the fair value hierarchy using the valuation methods and assumptions

described in the summary of significant accounting policies and below. Fair

values are management’s estimates and are generally calculated using market

conditions at a specific point in time and may not reflect future fair values.

The calculations are subjective in nature, involve uncertainties and matters

of significant judgment. The table distinguishes between those financial

instruments recorded at fair value and those recorded at amortized cost.

The table excludes fair value information for financial assets and financial

liabilities not measured at fair value if the carrying amount is a reasonable

approximation of the fair value. The excluded items are cash and cash

equivalents, dividends, interest and accounts receivable, income tax

receivable, loans to policyholders, certain other financial assets, accounts

payable, repurchase agreements, dividends payable, interest payable, income

tax payable and certain other financial liabilities.

DECEMBER 31, 2014CARRYING

VALUE LEVEL 1 LEVEL 2 LEVEL 3TOTAL

FAIR VALUE

FINANCIAL ASSETS


Bonds

Fair value through profit or loss 79,957 – 79,871 86 79,957

Available for sale 10,501 – 10,500 1 10,501

Mortgage loans

Fair value through profit or loss 366 – 366 – 366

Shares

Fair value through profit or loss 6,697 6,671 7 19 6,697

Available for sale 60 59 – 1 60

Investment properties 4,613 – – 4,613 4,613

Derivative instruments 693 1 692 – 693

Other assets 421 278 143 – 421

103,308 7,009 91,579 4,720 103,308


Bonds

Loans and receivables 13,178 – 14,533 126 14,659

Mortgage loans

Loans and receivables 27,199 – 22,197 6,819 29,016

Shares

Available for sale [1] 560 – – 560 560

40,937 – 36,730 7,505 44,235

Total financial assets 144,245 7,009 128,309 12,225 147,543



Investment contract liabilities 857 – 829 28 857

Derivative instruments 1,225 4 1,195 26 1,225

Other liabilities 16 16 – – 16

2,098 20 2,024 54 2,098


Obligations to securitization entities 6,754 – – 6,859 6,859

Debentures and debt instruments 6,887 526 7,469 70 8,065

Capital trust debentures 162 – 220 – 220

Deposits and certificates 223 – 225 – 225

14,026 526 7,914 6,929 15,369

Total financial liabilities 16,124 546 9,938 6,983 17,467



DECEMBER 31, 2013CARRYING

VALUE LEVEL 1 LEVEL 2 LEVEL 3TOTAL

FAIR VALUE

FINANCIAL ASSETS


Bonds

Fair value through profit or loss 70,104 – 69,771 333 70,104

Available for sale 8,370 – 8,346 24 8,370

Mortgage loans

Fair value through profit or loss 324 – 324 – 324

Shares

Fair value through profit or loss 7,297 7,264 7 26 7,297

Available for sale 117 116 – 1 117

Investment properties 4,288 – – 4,288 4,288

Derivative instruments 654 – 646 8 654

Other assets 396 244 131 21 396

91,550 7,624 79,225 4,701 91,550


Bonds

Loans and receivables 11,855 – 12,544 128 12,672

Mortgage loans

Loans and receivables 24,591 – 19,517 5,695 25,212

Shares

Available for sale [1] 632 – – 632 632

37,078 – 32,061 6,455 38,516

Total financial assets 128,628 7,624 111,286 11,156 130,066



Investment contract liabilities 889 – 859 30 889

Derivative instruments 779 6 749 24 779

Other liabilities 20 20 – – 20

1,688 26 1,608 54 1,688


Obligations to securitization entities 5,572 – – 5,671 5,671

Debentures and debt instruments 7,275 582 7,409 75 8,066

Capital trust debentures 163 – 205 – 205

Deposits and certificates 187 – 188 – 188

13,197 582 7,802 5,746 14,130

Total financial liabilities 14,885 608 9,410 5,800 15,818


There were no significant transfers between Level 1 and Level 2 in 2014 and 2013.

The Corporation’s financial assets and financial liabilities recorded at fair value

and those for which fair value is disclosed have been categorized based upon

the following fair value hierarchy:

> Level 1 inputs utilize observable, quoted prices (unadjusted) in active

markets for identical assets or liabilities that the Corporation has the ability

to access. Financial assets and liabilities utilizing Level 1 inputs include

actively exchange-traded equity securities, exchange-traded futures,

and mutual and segregated funds which have available prices in an active

market with no redemption restrictions. Level 1 assets also include open-

end investment fund units in instances where there are quoted prices

available from active markets.

> Level 2 inputs utilize other-than-quoted prices included in Level 1 that

are observable for the asset or liability, either directly or indirectly. Level

2 inputs include quoted prices for similar assets and liabilities in active

markets, and inputs other-than-quoted prices that are observable for the

asset or liability, such as interest rates and yield curves that are observable

at commonly quoted intervals. The fair values for some Level 2 securities

were obtained from a pricing service. The pricing service inputs include,

but are not limited to, benchmark yields, reported trades, broker/dealer

quotes, issuer spreads, two-sided markets, benchmark securities, offers

and reference data. Level 2 assets and liabilities include those priced using

a matrix which is based on credit quality and average life, government and

NOTE 26 FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)



agency securities, restricted stock, some private bonds and equities, most

investment-grade and high-yield corporate bonds, most asset-backed

securities, most over-the-counter derivatives, mortgage loans, deposits

and certificates, and most debentures and debt instruments. The fair

value of derivative financial instruments and deposits and certificates is

determined using valuation models, discounted cash flow methodologies,

or similar techniques using primarily observable market inputs. The fair

value of long-term debt is determined using indicative broker quotes.

Investment contracts that are measured at fair value through profit or loss

are mostly included in the Level 2 category.

> Level 3 inputs utilize one or more significant inputs that are not based on

observable market inputs and include situations where there is little, if

any, market activity for the asset or liability. The values of the majority

of Level 3 securities were obtained from single-broker quotes, internal

pricing models, external appraisers or by discounting projected cash

flows. Financial assets and liabilities utilizing Level 3 inputs include certain

bonds, certain asset-backed securities, some private equities, some

mortgage loans, investments in mutual and segregated funds where

there are redemption restrictions, certain over-the-counter derivatives,

investment properties, obligations to securitization entities, and certain

debt instruments.

The following table presents additional information about financial assets and financial liabilities measured at fair value on a recurring basis for which the

Corporation and its subsidiaries have utilized Level 3 inputs to determine fair value for the year ended December 31, 2014.

BONDS SHARES

DECEMBER 31, 2014

FAIR VALUE THROUGH

PROFIT OR LOSSAVAILABLE

FOR SALE

FAIR VALUE THROUGH

PROFIT OR LOSSAVAILABLE

FOR SALEINVESTMENT PROPERTIES

DERIVATIVES, NET

OTHER ASSETS(LIABILITIES)

INVESTMENT CONTRACT LIABILITIES TOTAL

Balance, beginning of year 333 24 26 1 4,288 (16) 21 (30) 4,647

Total gains (losses)

In net earnings 6 – – – 262 (25) 1 – 244

In other comprehensive income [1] – 1 – – 56 – – – 57

Purchases 33 – 8 – 127 1 – – 169

Sales – – (13) – (98) – (22) – (133)

Settlements (1) – (1) – – 14 – – 12

Transferred to owner-occupied properties – – – – (13) – – – (13)

Other – – – – (9) – – 2 (7)

Transfers out of Level 3 (285) (24) (1) – – – – – (310)

Balance, end of year 86 1 19 1 4,613 (26) – (28) 4,666

[1] Amount of other comprehensive income for investment properties represents the unrealized gains on foreign exchange.

Transfers out of Level 3 are due primarily to increased observability of inputs in valuation methodologies as evidenced by corroboration of market prices with

multiple pricing vendors or the lifting of redemption restrictions on investments in mutual funds and segregated funds.

The following table sets out information about significant unobservable inputs used at period end in measuring financial assets and financial liabilities

categorized as Level 3 in the fair value hierarchy.

TYPE OF ASSET VALUATION APPROACH SIGNIFICANTUNOBSERVABLE INPUT

INPUT VALUE INTER-RELATIONSHIP BETWEEN KEY UNOBSERVABLE INPUTS AND FAIR VALUE MEASUREMENT

Investment properties Investment property valuations are generally determined using property valuation models based on expected capitalization rates and models that discount expected future net cash flows. The determination of the fair value of investment property requires the use of estimates such as future cash flows (such as future leasing assumptions, rental rates, capital and operating expenditures) and discount, reversionary and overall capitalization rates applicable to the asset based on current market rates.

Discount rate Range of 3.5% – 10.5% A decrease in the discount rate would result in an increase in fair value.

An increase in the discount rate would result in a decrease in fair value.

Reversionary rate Range of 5.3% – 8.3% A decrease in the reversionary rate would result in an increase in fair value.

An increase in the reversionary rate would result in a decrease in fair value.

Vacancy rate Weighted average of 2.5% A decrease in the expected vacancy rate would generally result in an increase in fair value.

An increase in the expected vacancy rate would generally result in a decrease in fair value.

NOTE 26 FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)


NOTE 27 OTHER COMPREHENSIVE INCOME

ITEMS THAT MAY BE RECL ASSIFIED SUBSEQUENTLY TO NET EARNINGS

ITEMS THAT WILL NOT BE RECL ASSIFIED TO NET EARNINGS

YEAR ENDED DECEMBER 31, 2014

INVESTMENT REVALUATION

AND CASH FLOW HEDGES

FOREIGN CURRENCY

TRANSL ATION

SHARE OF JOINTLY

CONTROLLED CORPORATIONS

AND ASSOCIATES

AC TUARIAL GAIN (LOSSES)

ON DEFINED BENEFIT

PENSION PL ANS

SHARE OF JOINTLY


AND ASSOCIATES TOTAL

Balance, beginning of year (49) 263 327 (179) (25) 337

Other comprehensive income (loss) 61 403 (86) (300) (25) 53

Balance, end of year 12 666 241 (479) (50) 390

ITEMS THAT MAY BE RECL ASSIFIED SUBSEQUENTLY TO NET EARNINGS

ITEMS THAT WILL NOT BE RECL ASSIFIED TO NET EARNINGS

YEAR ENDED DECEMBER 31, 2013

INVESTMENT REVALUATION

AND CASH FLOW HEDGES

FOREIGN CURRENCY

TRANSL ATION

SHARE OF JOINTLY


AND ASSOCIATES

AC TUARIAL GAIN (LOSSES)

ON DEFINED BENEFIT

PENSION PL ANS

SHARE OF JOINTLY


AND ASSOCIATES TOTAL

Balance, beginning of year 78 (302) 76 (475) (44) (667)

Prior period adjustment [Note 33] – 7 – – – 7

Restated balance, beginning of year 78 (295) 76 (475) (44) (660)

Other comprehensive income (loss) (128) 556 251 292 19 990

Other 1 2 – 4 – 7

Restated balance, end of year (49) 263 327 (179) (25) 337

NOTE 28 EARNINGS PER SHARE

The following is a reconciliation of the numerators and the denominators used in the computations of earnings per share:

YEARS ENDED DECEMBER 31, 2014 2013

EARNINGS

Net earnings attributable to shareholders 2,268 2,027

Dividends on perpetual preferred shares (132) (131)

Net earnings attributable to common shareholders 2,136 1,896

Dilutive effect of subsidiaries (3) (28)

Net earnings adjusted for dilutive effect 2,133 1,868

NUMBER OF COMMON SHARES (MILLIONS)

Weighted average number of common shares outstanding – Basic 711.3 710.8

Potential exercise of outstanding stock options 0.7 0.4

Weighted average number of common shares outstanding – Diluted 712.0 711.2

NET EARNINGS PER COMMON SHARE

Basic 3.00 2.67

Diluted 3.00 2.63

For 2014, 2,713,742 stock options (141,415 in 2013) have been excluded from the computation of diluted earnings per share as they were anti-dilutive.



NOTE 29 RELATED PARTY TRANSACTIONS

PRINCIPAL SUBSIDIARIES AND JOINT VENTUREThe financial statements of Power Financial include the operations of the following subsidiaries and joint venture:

% EQUIT Y INTEREST

CORPORATIONS INCORPORATED IN PRIMARY BUSINESS OPERATION 2014 2013

Great-West Lifeco Inc. Canada Financial services holding company 67.2 67.0

The Great-West Life Assurance Company Canada Insurance and wealth management 100 100

London Life Insurance Company Canada Insurance and wealth management 100 100

The Canada Life Assurance Company Canada Insurance and wealth management 100 100

Irish Life Group Limited Ireland Insurance and wealth management 100 100

Great-West Life & Annuity Insurance Company United States Insurance and wealth management 100 100

Putnam Investments, LLC [1] United States Financial services 95.2 95.6

IGM Financial Inc. Canada Financial services 58.8 58.6

Investors Group Inc. Canada Financial services 100 100

Mackenzie Financial Corporation Canada Financial services 100 100

Parjointco N.V. (joint venture) Netherlands Holding company 50 50

Pargesa Holding SA Switzerland Holding company 55.5 55.6

[1] Lifeco holds 100% of the voting shares and 95.2% of the total outstanding shares.

In the normal course of business, Power Financial and its subsidiaries

enter into various transactions; subsidiaries provide insurance benefits,

sub-advisory services, distribution of insurance products and/or other

administrative services to other subsidiaries of the group and to the

Corporation. In all cases, these transactions are in the normal course of

operations and have been recorded at fair value. Balances and transactions

between the Corporation and its subsidiaries have been eliminated on

consolidation and are not disclosed in this note. Details of other transactions

between the Corporation and related parties are disclosed below.

TRANSACTIONS WITH RELATED PARTIESDuring 2014, IGM sold residential mortgage loans to Great-West Life,

London Life and segregated funds maintained by London Life for $184 million

($204 million in 2013).

Lifeco provides asset management and administrative services for employee

benefit plans relating to pension and other post-employment benefits for

employees of Power Financial, and Lifeco and its subsidiaries.

On January 6, 2015, the Corporation increased its tax loss consolidation

transactions with IGM. The Corporation acquired $330 million of 4.50%

secured debentures of IGM. As sole consideration for the debentures a wholly

owned subsidiary of Power Financial issued $330 million of 4.51% preferred

shares to IGM. The Corporation has legally enforceable rights to settle these

financial instruments on a net basis and the Corporation intends to exercise

these rights.


KEY MANAGEMENT COMPENSATIONKey management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Corporation,

directly or indirectly. The persons included in the key management personnel are the members of the Board of Directors of the Corporation, as well as certain

management executives of the Corporation and its subsidiaries.

The following table describes all compensation paid to, awarded to, or earned by each of the key management personnel for services rendered in all capacities

to the Corporation and its subsidiaries:


Compensation and employee benefits 17 19

Post-employment benefits 9 9

Share-based payments 11 9

37 37

NOTE 30 CONTINGENT LIABILITIES

The Corporation and its subsidiaries are from time to time subject to legal

actions, including arbitrations and class actions, arising in the normal course

of business. It is inherently difficult to predict the outcome of any of these

proceedings with certainty, and it is possible that an adverse resolution

could have a material adverse effect on the consolidated financial position of

the Corporation. However, based on information presently known, it is not

expected that any of the existing legal actions, either individually or in the

aggregate, will have a material adverse effect on the consolidated financial

position of the Corporation. Actual results could differ from the best estimates

of the Corporation’s and its subsidiaries’ management.

LIFECOA subsidiary of Lifeco, Canada Life, has declared four partial windups in

respect of an Ontario defined benefit pension plan. The partial windups will

involve the distribution of the amount of actuarial surplus attributable to

the windups. A settlement of the class action proceeding commenced in

Ontario relating to the partial windups received court approval in 2014. The

settlement remains subject to regulatory approval. The provisions for certain

Canadian retirement plans have been adjusted to $26 million after taxes as

at December 31, 2014.

In connection with the acquisition of its subsidiary Putnam, Lifeco has an

indemnity from a third party against liabilities arising from certain litigation

and regulatory actions involving Putnam. Putnam continues to have potential

liability for these matters in the event the indemnity is not honoured. Lifeco

expects the indemnity will continue to be honoured and that any liability

of Putnam would not have a material adverse effect on its consolidated

financial position.

On October 17, 2012, a subsidiary of Lifeco, Putnam Advisory Company, LLC,

received an administrative complaint from the Massachusetts Securities

Division in relation to that subsidiary’s role as collateral manager of two

collateralized debt obligations. On May 1, 2014 Putnam Advisory Company, LLC,

reached a settlement with the Massachusetts Securities Division in relation

to its administrative complaint. In addition, that same subsidiary was a

defendant in two civil litigation matters brought by institutions involved

in those collateralized debt obligations. In the third quarter of 2013, one

of the civil litigation matters was dismissed. On April 28, 2014, the second

civil litigation matter was dismissed. On July 2, 2014, the complainant in the

second civil litigation matter filed an appeal of the dismissal. The resolution

of these matters will not have a material adverse effect on the consolidated

financial position of Lifeco.

Lifeco and its subsidiaries London Life and Great-West Life are defendants in

class proceedings in Ontario regarding the participation of the London Life

and Great-West Life participating accounts in the financing of the acquisition

of London Insurance Group Inc. in 1997 by Great-West Life. The Court of

Appeal for Ontario released a decision on February 3, 2014 overturning

the January 24, 2013 decision of the Ontario Superior Court of Justice and

reducing the amount to be reallocated to the participating account surplus

to $52 million, which positively impacted Lifeco’s common shareholders’ net

earnings for the year ended December 31, 2013 by $226 million. On September 4,

2014, the Supreme Court of Canada dismissed, with costs, the plaintiffs’

application for leave to appeal the February 3, 2014 decision of the Court of

Appeal for Ontario. There will not be any impact on the capital position of

Lifeco or on participating policy contract terms and conditions.

NOTE 29 RELATED PARTY TRANSACTIONS (CONTINUED)



NOTE 31 COMMITMENTS AND GUARANTEES

GUARANTEESIn the normal course of operations, the Corporation and its subsidiaries

execute agreements that provide for indemnifications to third parties in

transactions such as business dispositions, business acquisitions, loans and

securitization transactions. The Corporation and its subsidiaries have also

agreed to indemnify their directors and certain of their officers. The nature of

these agreements precludes the possibility of making a reasonable estimate

of the maximum potential amount the Corporation and its subsidiaries

could be required to pay third parties as the agreements often do not specify

a maximum amount and the amounts are dependent on the outcome of

future contingent events, the nature and likelihood of which cannot be

determined. Historically, the Corporation has not made any payments under

such indemnification agreements. No amounts have been accrued related

to these agreements.

LETTERS OF CREDITLetters of credit are written commitments provided by a bank. For Lifeco,

the total amount of letter of credit facilities is US$3.0 billion, of which

US$2.6 billion were issued as of December 31, 2014.

The Reinsurance operation periodically uses letters of credit as collateral

under certain reinsurance contracts for on-balance sheet policy liabilities.

INVESTMENT COMMITMENTSWith respect to Lifeco, commitments of investment transactions made in the

normal course of operations in accordance with policies and guidelines and

that are to be disbursed upon fulfilment of certain contract conditions were

$591 million as at December 31, 2014 ($466 million as at December 31, 2013). At

December 31, 2014, the full amount of $591 million will mature within 1 year (at

December 31, 2013, $466 million was to mature within 1 year).

INVESTED ASSETS ON DEPOSIT FOR REINSURANCE AGREEMENTSAs at December 31, 2014, Lifeco has $598 million ($582 million at December 31,

2013) of invested assets maintained on deposit in respect of certain

reinsurance agreements. Lifeco retains all rights to the cash flows on these

assets, however, the investment policies for these assets are governed by the

terms of the reinsurance agreements.

COMMITMENTSThe Corporation and its subsidiaries enter into operating leases for office

space and certain equipment used in the normal course of operations. Lease

payments are charged to operations over the period of use. The future

minimum lease payments in aggregate and by year are as follows:

2015 2016 2017 2018 20192020 AND

THEREAFTER TOTAL

Future lease payments 165 146 123 98 61 120 713

NOTE 32 SEGMENTED INFORMATION

The Corporation’s reportable operating segments are Lifeco, IGM Financial

and Parjointco. These reportable segments reflect Power Financial’s

management structure and internal financial reporting. The following

provides a brief description of the three reportable operating segments:

> Lifeco is a financial service holding company with subsidiaries offering life

insurance, health insurance, retirement and investment management

services and engaged in the asset management and reinsurance businesses

primarily in Canada, the United States and Europe.

> IGM Financial is a financial services company operating in Canada primarily

within the advice segment of the financial services market. IGM earns

revenues from a range of sources, but primarily from management

fees, which are charged to its mutual funds for investment advisory and

management services. IGM also earns revenues from fees charged to its

mutual funds for administrative services.

> Parjointco holds the Corporation’s interest in Pargesa, a holding company

with diversified interests in Europe-based companies active in various

sectors: minerals-based specialties for industry; cement, aggregates

and concrete; oil, gas and alternative energies; testing, inspection and

certification, wines and spirits; electricity, natural gas, and energy and

environmental services; and water and waste management services.

The Corporate column is comprised of corporate activities of Power Financial

and also includes consolidation elimination entries.

The accounting policies of the operating segments are those described in

Note 2 – Basis of Presentation and Summary of Significant Accounting Policies

of these financial statements.

The Corporation evaluates the performance based on the operating

segment’s contribution to net earnings. Revenues and assets are attributed

to geographic areas based on the point of origin of revenues and the location

of assets. The contribution to net earnings of each segment is calculated

after taking into account the investment Lifeco and IGM have in each other.


INFORMATION ON CONTRIBUTION TO NET EARNINGS

FOR THE YEAR ENDED DECEMBER 31, 2014 LIFECO IGM PARJOINTCO CORPORATE TOTAL

REVENUES

Premium income, net 21,222 – – – 21,222

Investment income, net 13,513 165 – (115) 13,563

Fee income 4,422 2,762 – (194) 6,990

39,157 2,927 – (309) 41,775

EXPENSES

Total paid or credited to policyholders 29,160 – – – 29,160

Commissions 2,084 993 – (176) 2,901

Operating and administrative expenses 4,244 877 – 41 5,162

Financing charges 304 92 – 17 413

35,792 1,962 – (118) 37,636

3,365 965 – (191) 4,139

Share of earnings of investments in jointly controlled corporations and associates 24 – 187 – 211

Earnings before income taxes 3,389 965 187 (191) 4,350

Income taxes 628 203 – 3 834

Contribution to net earnings 2,761 762 187 (194) 3,516

Attributable to

Non-controlling interests 1,052 317 – (121) 1,248

Perpetual preferred shareholders – – – 132 132

Common shareholders 1,709 445 187 (205) 2,136

2,761 762 187 (194) 3,516

INFORMATION ON ASSETS AND LIABILITIES

DECEMBER 31, 2014 LIFECO IGM PARJOINTCO CORPORATE TOTAL

Goodwill 6,315 2,834 – – 9,149

Total assets 356,770 13,801 2,440 832 373,843

Total liabilities 334,812 9,576 – 553 344,941

INFORMATION ON TOTAL ASSETS AND TOTAL REVENUES


Invested assets (including cash and cash equivalents) 73,206 36,198 45,427 154,831

Investments in jointly controlled corporations and associates – – 2,677 2,677

Investments on account of segregated fund policyholders 68,372 31,030 75,564 174,966

Other assets 4,084 3,613 19,026 26,723

Goodwill and intangible assets 10,226 2,061 2,359 14,646

Total assets 155,888 72,902 145,053 373,843

Total revenues 20,043 7,551 14,181 41,775

NOTE 32 SEGMENTED INFORMATION (CONTINUED)



INFORMATION ON CONTRIBUTION TO NET EARNINGS

FOR THE YEAR ENDED DECEMBER 31, 2013 LIFECO IGM PARJOINTCO CORPORATE TOTAL

REVENUES

Premium income, net 20,236 – – – 20,236

Investment income, net 2,605 177 – (121) 2,661

Fee income 3,585 2,513 – (165) 5,933

26,426 2,690 – (286) 28,830

EXPENSES

Total paid or credited to policyholders 17,811 – – – 17,811

Commissions 1,869 886 – (165) 2,590

Operating and administrative expenses 3,693 730 – 51 4,474

Financing charges 292 92 – 16 400

23,665 1,708 – (98) 25,275

2,761 982 – (188) 3,555

Share of earnings of investments in jointly controlled corporations and associates 20 – 114 – 134

Earnings before income taxes 2,781 982 114 (188) 3,689

Income taxes 463 211 – 4 678

Contribution to net earnings 2,318 771 114 (192) 3,011

Attributable to

Non-controlling interests 776 326 – (118) 984

Perpetual preferred shareholders – – – 131 131

Common shareholders 1,542 445 114 (205) 1,896

2,318 771 114 (192) 3,011

INFORMATION ON ASSETS AND LIABILITIES

DECEMBER 31, 2013 [NOTE 33] LIFECO IGM PARJOINTCO CORPORATE TOTAL

Goodwill 6,272 2,833 – – 9,105

Total assets 325,946 12,340 2,437 959 341,682

Total liabilities 306,046 8,173 – 529 314,748

INFORMATION ON TOTAL ASSETS AND TOTAL REVENUES


Invested assets (including cash and cash equivalents) 67,129 31,206 40,919 139,254

Investments in jointly controlled corporations and associates – – 2,664 2,664

Investments on account of segregated fund policyholders 62,204 28,168 70,407 160,779

Other assets [Note 33] 3,650 3,327 17,622 24,599

Goodwill and intangible assets 10,158 1,828 2,400 14,386

Total assets 143,141 64,529 134,012 341,682

Total revenues 15,211 5,231 8,388 28,830

NOTE 32 SEGMENTED INFORMATION (CONTINUED)


NOTE 33 PRIOR PERIOD ADJUSTMENT

During the year, Lifeco corrected an error that occurred in 2008 that resulted

from the impairment charge recorded against the goodwill associated with

the Putnam acquisition. Specifically, Lifeco’s tax affected the entire goodwill

impairment charge when there was a permanent difference between the tax

accounting value and the tax book value. The nature of this error is such that

it was not material to the period to which it relates; however, correcting the

error in the year ended December 31, 2014 would have distorted net earnings.

The Corporation corrected the error by decreasing equity at January 1, 2013.

The Corporation corrected the error retrospectively which resulted in the impact to the following amounts previously reported at:

AS AT JANUARY 1, 20 13 AS AT DECEMBER 31, 20 13

AMOUNT PREVIOUSLY

REPORTEDPRIOR PERIOD

ADJUSTMENTRESTATEDBAL ANCE

AMOUNT PREVIOUSLY

REPORTEDPRIOR PERIOD

ADJUSTMENTRESTATEDBAL ANCE

ASSETS

Deferred tax assets 1,223 (158) 1,065 1,240 (29) 1,211

LIABILITIES

Deferred tax liabilities 1,018 – 1,018 1,079 140 1,219

EQUITY

Retained earnings 11,201 (119) 11,082 12,204 (119) 12,085

Reserves–other comprehensive income (loss) [1] (667) 7 (660) 338 (1) 337

Non-controlling interest 10,102 (46) 10,056 10,990 (49) 10,941

COMPREHENSIVE INCOME

Total comprehensive income 4,323 (11) 4,312

[1] The adjustments to other comprehensive income (loss) and to total comprehensive income arise from unrealized foreign exchange gains (losses) on translation of foreign operations.

The adjustment had no impact on net earnings or earnings per share for the periods presented within these financial statements.


TO THE SHAREHOLDERS OF POWER FINANCIAL CORPORATION

We have audited the accompanying consolidated financial statements of Power Financial Corporation, which comprise the consolidated balance sheets as

at December 31, 2014 and December 31, 2013, and the consolidated statements of earnings, statements of comprehensive income, statements of changes in

equity and statements of cash flows for the years then ended and a summary of significant accounting policies and other explanatory information.

MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTSManagement is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial

Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements

that are free from material misstatement, whether due to fraud or error.

AUDITOR’S RESPONSIBILITYOur responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with

Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audits to

obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures

selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether

due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of

the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing

an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the

reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our audit opinion.

OPINIONIn our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Power Financial Corporation as at

December 31, 2014 and December 31, 2013, and its financial performance and its cash flows for the years then ended in accordance with International Financial

Reporting Standards.

Signed,

Deloitte LLP 1

March 18, 2015

Montréal, Québec

1 CPA auditor, CA, public accountancy permit No. A104630

INDEPENDENT AUDITOR’S REPORT


FIVE-YEAR FINANCIAL SUMMARYDECEMBER 31[IN MILLIONS OF CANADIAN DOLL ARS, EXCEPT PER SHARE AMOUNTS] (UNAUDITED) 2014 2013 2012 2011 [1] 2010 [1]

CONSOLIDATED BALANCE SHEETSCash and cash equivalents 3,989 4,344 3,313 3,385 3,656Total assets [2] 373,843 341,682 268,586 252,678 244,644Shareholders’ equity [2] 17,019 15,993 13,563 13,521 12,811

CONSOLIDATED STATEMENTS OF EARNINGSREVENUESPremium income, net 21,222 20,236 19,257 17,293 17,748Investment income, net 13,563 2,661 8,375 9,764 9,600Fee income 6,990 5,933 5,302 5,343 5,174

41,775 28,830 32,934 32,400 32,522EXPENSESTotal paid or credited to policyholders 29,160 17,811 22,875 23,043 23,225Commissions 2,901 2,590 2,487 2,312 2,216Operating and administrative expenses 5,162 4,474 3,806 3,006 3,837Financing charges 413 400 409 409 432

37,636 25,275 29,577 28,770 29,7104,139 3,555 3,357 3,630 2,812

Share of earnings (losses) of investments in jointly controlled corporations and associates 211 134 130 (20) 121

Earnings before income taxes – continuing operations 4,350 3,689 3,487 3,610 2,933Income taxes 834 678 559 706 523Net earnings – continuing operations 3,516 3,011 2,928 2,904 2,410Net earnings – discontinued operations – – – 63 2Net earnings 3,516 3,011 2,928 2,967 2,412

Attributable toNon-controlling interests 1,248 984 1,193 1,141 845Perpetual preferred shareholders 132 131 117 104 99Common shareholders 2,136 1,896 1,618 1,722 1,468

3,516 3,011 2,928 2,967 2,412

PER SHAREOperating earnings attributable to common shareholders [3] 2.96 2.40 2.37 2.44 2.30Net earnings attributable to common shareholders from discontinued operations – – – 0.05 –Net earnings attributable to common shareholders 3.00 2.67 2.29 2.43 2.08Dividends declared on common shares 1.40 1.40 1.40 1.40 1.40Book value at year-end [2] 20.29 18.61 15.95 16.26 15.26

MARKET PRICE (COMMON SHARES)High 36.70 36.79 30.15 31.98 34.23Low 30.14 27.02 24.06 23.62 27.00Year-end 36.18 36.00 27.24 25.54 30.73

[1] The 2011 and 2010 figures have not been adjusted to reflect current year reclassifications and new and revised IFRS adopted on January 1, 2013.

[2] Comparative figures have been restated as described in Note 33.

[3] Operating earnings per share is a non-IFRS financial measure. Please refer to the reconciliation of non-IFRS financial measures to financial measures in accordance with IFRS in the Review of Financial Performance.

QUARTERLY FINANCIAL INFORMATION

[IN MILLIONS OF CANADIAN DOLL ARS, EXCEPT PER SHARE AMOUNTS] (UNAUDITED)TOTAL

REVENUESNET

EARNINGS

NET EARNINGS AT TRIBUTABLE

TO COMMON SHAREHOLDERS

EARNINGS PER SHARE

AT TRIBUTABLE TO COMMON

SHAREHOLDERS – BASIC

EARNINGS PER SHARE

AT TRIBUTABLE TO COMMON

SHAREHOLDERS – DILUTED

2014First quarter 10,584 799 467 0.66 0.66Second quarter 10,716 911 568 0.80 0.80Third quarter 9,134 965 595 0.83 0.83Fourth quarter 11,341 841 506 0.71 0.712013First quarter 8,150 692 394 0.55 0.55Second quarter 4,236 780 475 0.67 0.67Third quarter 7,803 744 434 0.61 0.61Fourth quarter 8,641 795 593 0.84 0.84



MARC A. BIBEAU [1]

President and Chief Executive Officer, Beauward Shopping Centres Ltd.

ANDRÉ DESMARAIS, O.C., O.Q. [4]

Executive Co-Chairman of the Corporation and Deputy Chairman, President and Co-Chief Executive Officer,Power Corporation of Canada

PAUL DESMARAIS, JR., O.C., O.Q. [4]

Executive Co-Chairman of the Corporation and Chairman and Co-Chief Executive Officer, Power Corporation of Canada

GÉRALD FRÈRE [2, 3]

Managing Director, Frère-Bourgeois S.A.

ANTHONY R. GRAHAM, LL.D. [4]

Vice-Chairman, Wittington Investments, Limited

V. PETER HARDER, LL.D. [2, 3]

Senior Policy Adviser, Dentons Canada LLP

J. DAVID A. JACKSON, LL.B.

Senior Counsel, Blake, Cassels & Graydon LLP

R. JEFFREY ORRPresident and Chief Executive Officer of the Corporation

LOUISE ROY, O.C., O.Q.

Invited Fellow and Chair of the Board, Centre interuniversitaire de recherche en analyse des organisations

RAYMOND ROYER, O.C., O.Q., FCPA, FCA [1, 2, 3, 4]

Company Director

T. TIMOTHY RYAN, JR.Company Director

EMŐKE J.E. SZATHMÁRY, C.M., O.M., PH.D., FRSC [1]

President Emeritus, University of Manitoba

DIRECTORS EMERITUS

JAMES W. BURNS, O.C., O.M.

THE HONOURABLE P. MICHAEL PITFIELD, P.C., Q.C.

[1] MEMBER OF THE AUDIT COMMIT TEE

[2] MEMBER OF THE COMPENSATION COMMIT TEE

[3] MEMBER OF THE REL ATED PART Y AND

CONDUC T RE VIE W COMMIT TEE

[4] MEMBER OF THE GOVERNANCE AND

NOMINATING COMMIT TEE

BOARD OF DIRECTORS


PAUL DESMARAIS, JR., O.C., O.Q.

Executive Co-Chairman

JOCELYN LEFEBVRE, CPA, C.A.

Managing Director, Power Financial Europe B.V.

HENRI-PAUL ROUSSEAU, PH.D.

Vice-Chairman

GREGORY D. TRETIAK, FCA

Executive Vice-President and Chief Financial Officer

RICHARD PANVice-President

PHILIPPE MARTINTreasurer

PAUL DESMARAIS IIIVice-President

ANDRÉ DESMARAIS, O.C., O.Q.

Executive Co-Chairman

DENIS LE VASSEUR, CPA, C.A.

Vice-President and Controller

MICHEL PLESSIS-BÉLAIR, FCPA, FCA

Vice-ChairmanAMAURY DE SEZEVice-Chairman

ARNAUD VIALSenior Vice-President

CLAUDE GÉNÉREUXExecutive Vice-President

LUC RENY, CFA

Vice-President

OLIVIER DESMARAISVice-President

R. JEFFREY ORRPresident and Chief Executive Officer

STÉPHANE LEMAYVice-President, General Counsel and Secretary

OFFICERS


This document is also available on the Corporation’s website

and on SEDAR at www.sedar.com.

STOCK LISTINGSShares of Power Financial Corporation are listed on the

Toronto Stock Exchange:

COMMON SHARES: PWF

FIRST PREFERRED SHARES:

Series A: PWF.PR.A

Series D: PWF.PR.E

Series E: PWF.PR.F

Series F: PWF.PR.G

Series H: PWF.PR.H

Series I: PWF.PR.I

Series K: PWF.PR.K

Series L: PWF.PR.L

Series O: PWF.PR.O

Series P: PWF.PR.P

Series R: PWF.PR.R

Series S: PWF.PR.S

Series T: PWF.PR.T

TRANSFER AGENT AND REGISTRARComputershare Investor Services Inc.

Offices in:

Montréal, Québec; Toronto, Ontario

www.computershare.com

SHAREHOLDER SERVICESShareholders with questions relating to the payment of

dividends, change of address and share certificates should

contact the Transfer Agent:

Computershare Investor Services Inc.

Shareholder Services

100 University Avenue, 8th Floor

Toronto, Ontario, Canada M5J 2Y1

Telephone: 1-800-564-6253 (toll-free in Canada and the U.S.)

or 514-982-7555

www.computershare.com

The trademarks contained in this repor t are owned by

Power Financial Corporation or a member of the Power Corporation

Group of Companies™. Trademarks that are not owned by

Power Financial Corporation are used with permission.

CORPORATE INFORMATION


751 Victoria SquareMontréal, Québec, Canada H2Y 2J3514-286-7430

161 Bay Street, Suite 5000 Toronto, Ontario, Canada M5J 2S1

www.powerfinancial.com

DE SIG N: A R D O ISE.COM

PR

INT

ED

IN

CA

NA

DA

2014

AN

NU

AL

RE

PO

RT

PO

WE

R F

INA

NC

IAL

CO

RP

OR

AT

ION

2014 annual report - power corporation of canada · 2020-02-13 · 6 power financial corporation...

Documents